TEXAS DEPARTMENT OF HOUSING 8d COMMUNITY AFFAIRS · The Development Owner will afﬁrmatively market to veterans through direct marketing or contracts with veteran's organizations

By:ure of Authorized Representative

J. Steve FordPrinted Name

Manager of The Hamilton GP, ILC. The GP

The Ha diton Apartments, LP

State of TexasCounty of H A R R I S

Title2/26/13

Date

Sworn to and subscribed before me on theby J . Steve Ford

(Personalized Seal)

ULYloorroWst.

A Commission Expir2 0 10INOVeMber i 0,

TE X AS DE P ART M E NT OFHOUSING 8d COMMUNITY AFFAIRS

B u i l d i n g H o m e s . S t r e n g t h e n i n g C o m m u n i t i e s .

2013 Mult ifamily Housing Application CertificationMailing Address: P.O. Box 13941, Austin, TX 78711-3941Physical Address: 221 East l l t h Street, Austin, TX 78701

Development Name: T h e Hamilton

The undersigned hereby makes an Application to Texas Department of Housing and Community Affairs. The Applicant affirms thatthey have read and understand the Uniform Multifamily Rules (Title 10, Texas Administrative Code, Chapter 10) and QualifiedAllocation Plan (Title 10, Texas Administrative Code, Chapter 11). Specifically, the undersigned understands the requirements under10 TAC §10.101 of the Uniform Multifamily Rules, Site and Development Requirements and Restrictions, as well as Internal RevenueCode Section 42. By signing this document, Applicant is affirming that all statements and representations made in this certificationand application, including all supporting materials, are true and correct under penalty of law, including Chapter 37 of the TexasPenal Code titled Perjury and Other Falsification and subject to criminal penalties as defined by the State of Texas.

The undersigned further certifies that he/she has the authority to execute this certification.

26th d a y of F e b r u a r y 2 0 1 3

otary Public Signature

Notary Public, State ofTEXS

County ofHARRIS

My Commission Expires:11/10/15

Date

APPLICANT: THE HAMILTON APARTMENTS, LP

TDHCA # 13143

TAB 2

Certification of Development Owner

Development Owner Certification


All defined terms used in this certification and not specifically defined herein have themeanings ascribed to them in Chapter 2306 of the Texas Government Code, §42 of the InternalRevenue Code, and §10.3 of the Uniform Multifamily Rules.

The undersigned, in each and all of the following capacities in which it may serve or exist --Applicant, Development Owner, Developer, Guarantor of any obligation of the Applicant,and/or Principal of the Applicant and hereafter referred to as "Applicant" or "DevelopmentOwner," whether serving in one or more such capacities, is hereby submitting its Application tothe Department for consideration of Department funding.

Applicant hereby represents, warrants, agrees, acknowledges and certifies to the Departmentand to the State of Texas that:

The Development will adhere to the Texas Property Code relating to security devices and otherapplicable requirements for residential tenancies, and will adhere to local building codes or, ifno local building codes are in place, then to the most recent version of the InternationalBuilding Code.

This Application and all materials submitted to the Department constitute records of theDepartment subject to Chapter 552, Texas Government Code, and the Texas Public InformationAct.

The Application is in compliance with all requirements related to the eligibility of an Applicant,Application and Development as further defined in §§10.101 and 10.202 of the UniformMultifamily Rules. Any issues of non-compliance have been disclosed in the Waivers, Pre-clearance, Determinations, and Disclosure (WPDD) Packet.

All representations, undertakings and commitments made by Applicant in the Applicationprocess for a Development expressly constitute conditions to any Commitment, DeterminationNotice, Carryover Allocation, or Direct Loan Commitment for such Development which theDepartment may issue or award, and the violation of any such condition shall be sufficientcause for the cancellation and rescission of such Commitment, Determination Notice, CarryoverAllocation, or Direct Loan Commitment by the Department. If any such representations,undertakings and commitments concern or relate to the ongoing features or operation of theDevelopment, they shall each and all shall be enforceable even if not reflected in the Land UseRestriction Agreement. All such representations, undertakings and commitments are alsoenforceable by the Department and the tenants of the Development, including enforcement by

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administrative penalties for failure to perform, in accordance with the Land Use RestrictionAgreement.

The Development Owner is and will remain in compliance with state and federal laws, includingbut not limited to, fair housing laws, including Chapter 301, Property Code, Title VIII of the CivilRights Act of 1968 (42 U.S.C. §§3601 et seq.), the Fair Housing Amendments Act of 1988 (42U.S.C. §§3601 et seq.), the Civil Rights Act of 1964 (42 U.S.C. §§2000a et seq.), the Americanswith Disabilities Act of 1990 (42 U.S.C. §§12101 et seq.), the Rehabilitation Act of 1973 (29U.S.C. §§701 et seq.), Fair Housing Accessibility, and the Texas Fair Housing Act; and theDevelopment design is consistent with the Fair Housing Act Design Manual produced by HUD,the Code Requirements for Housing Accessibility 2000 (or as amended from time to time)produced by the International Code Council and the Texas Accessibility Standards. (§2306.257;§2306.6705(7))

The Development Owner has read and understands the Department's fair housing educationalmaterials posted on the Department's website as of the beginning of the ApplicationAcceptance Period.

The Development shall comply with the accessibility standards that are required under §504,Rehabilitation Act of 1973 (29 U.S.C. §794), and specified under 24 C.F.R. Part 8, Subpart C.

For New Construction (excluding New Construction of non-residential buildings) Developmentswhere some Units are two-stories or single family design and are normally exempt from FairHousing accessibility requirements, a minimum of 20% of each Unit type (i.e., one bedroom,two bedroom, three bedroom) must provide an accessible entry level and all common-usefacilities in compliance with the Fair Housing Guidelines, and include a minimum of onebedroom and one bathroom or powder room at the entry level.

The Development Owner will establish a reserve account consistent with §2306.186 of theTexas Government Code and as further described in §10.404 of the Uniform Multifamily Rules,relating to Reserve for Replacement Requirements.

The Development will operate in accordance with the requirements pertaining to rentalassistance in Chapter 10, Subchapter F.

The Development Owner will contract with a Management Company throughout theCompliance Period that will perform criminal background checks on all adult tenants, head andco-head of households.

The Development Owner agrees to implement a plan to use Historically UnderutilizedBusinesses (HUB) in the development process consistent with the Historically Underutilized

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Business Guidelines for contracting with the State of Texas. The Development Owner will berequired to submit a report of the success of the plan as part of the cost certificationdocumentation, in order to receive IRS Forms 8609 or, if the Development does not haveHousing Tax Credits, release of retainage,

The Applicant will attempt to ensure that at least 30% of the construction and managementbusinesses with which the Applicant contracts in connection with the Development areMinority Owned Businesses as further described in §2306.6734 of the Texas Government Code.

The Development Owner will affirmatively market to veterans through direct marketing orcontracts with veteran's organizations. The Development Owner will be required to identifyhow they will affirmatively market to veterans and report to the Department in the annualhousing report on the results of the marketing efforts to veterans. Exceptions to thisrequirement must be approved by the Department.

The Applicant has disclosed, in the Application, any Principal or any entity or Person in theDevelopment ownership structure who was or is involved as a Principal in any other affordablehousing transaction and who has, voluntarily or involuntarily, terminated within the past 10years or plans to or is negotiating to terminate their relationship with any other affordablehousing development. The disclosure identified the person or persons and developmentinvolved, the identity of each other development and contact information for the otherPrincipals of each such development, a narrative description of the facts and circumstances ofthe termination or proposed termination, and any appropriate supporting documents. TheApplicant has read and understands §10.202(1)(L) of the Uniform Multifamily Rules related tosuch disclosure.

The Applicant certifies that, for any Development proposing New Construction orReconstruction and located within the one-hundred (100) year floodplain as identified by theFederal Emergency Management Agency (FEMA) Flood Insurance Rate Maps, the DevelopmentSite will be developed so that all finished ground floor elevations are at least one foot abovethe floodplain and parking and drive areas are no lower than six inches below the floodplain,subject to more stringent local requirements. Applicant further certifies that, for anyDevelopment proposing Rehabilitation (excluding Reconstruction) that is not a HUD or TRDO-USDA assisted property, the Development Site is not located in the one-hundred yearfloodplain unless the existing structures already meet the requirements for New Constructionor Reconstruction or unless the Unit of General Local Government has undertaken and cansubstantiate sufficient mitigation efforts.

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The Development site will be located within a one mile radius (two-mile radius forDevelopments located in a Rural Area) of at least six (6) services as described further in§10.101(a)(2) of the Uniform Multifamily Rules.

The Development is not located in an area with undesirable site features as further described in§3.0.1.01.(a)(3) of the Uniform Multifamily Rules. I f such an undesirable site feature is present awaiver request was submitted to the Department pursuant to §1.0.207 of the UniformMultifamily Rules.

The Development is not located in an area with undesirable area features as further describedin §10.101(a)(4) of the Uniform Multifamily Rules. I f such an undesirable area feature ispresent a request for pre-clearance was submitted to the Department pursuant to §10.207 ofthe Uniform Multifamily Rules.

The Development shall have all of the mandatory Development amenities required in§10.101(b)(4) of the Uniform Multifamily Rules at no charge to the tenants.

The Development will satisfy the minimum point threshold for common amenities as furtherdescribed in §10.1.01.(b)(5)(A) of the Uniform Multifamily Rules.

The Development will meet the minimum size of Units as further described §10.101(b)(6)(A) ofthe Uniform Multifamily Rules.

The Development (excluding competitive Housing Tax Credit Applications) will include enoughamenities to meet the required minimum number of points as further described in§10.101(b)(6)(B) of the Uniform Multifamily Rules.

The Development (excluding competitive Housing Tax Credit Applications) will include enoughsupportive services, at no charge to the tenants, to meet the required minimum number ofpoints as further described in §10.101(b)(7) of the Uniform Multifamily Rules.

The Development Owner will comply with any and all notices required by the Department.

None of the criteria in subparagraphs (A) — (M) of §1.0.202(1) of the Uniform Multifamily Rules,related to ineligible Applicants, applies to any member of the Development team.

The individual whose name is subscribed hereto, in his or her individual capacity, on behalf ofApplicant, and in all other related capacities described above, as applicable, expresslyrepresents, warrants, and certifies that all information contained in this certification and in theApplication, including any and all supplements, additions, clarifications, or other materials orinformation submitted to the Department in connection therewith as required or deemednecessary by the materials governing the Housing Tax Credit Program are true and correct and

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Development Owner Cert ification

the Applicant has undergone sufficient investigation to affirm the validity of the statementsmade. Further, the Applicant hereby expressly represents, warrants, and certifies that theindividual whose name is subscribed hereto has read and understands all the informationcontained in this form of the Application.

By signing this document, the undersigned, in their individual capacity, on behalf of Applicant,and in all other related capacities described above, is affirming under penalty of Chapter 37 ofthe Texas Penal Code titled Perjury and Other Falsification and subject to criminal penalties asdefined by the State of Texas. TEX. PENAL CODE ANN. §§37.01 et seq. (Vernon 2003 & Supp.2007) and subject to any and all other state or federal laws regarding the making of falsestatements to governmental bodies or the false statements or the providing of falseinformation in connection with the procurement of allocations or awards that the Applicationand all materials relating thereto constitute government documents and that the Applicationand all materials relating thereto are tr r e c t , and complete in all material respects.

By:Sign u r e of Authorized Represe tative

J. STEVE FORD

Printed NameMANAGER OF THE HAMILTON GP, LLC, THE GP of THE HAMI LTONAPARTMENTS, LP

Title02/26/2013

Date

THE STATE OF TEXAS §HARRIS §

COUNTY OF §

I, the undersigned, a Notary Public in and for said County and State, do hereby certify thatname is signed to the foregoing statement, and who is known to be one in the same, hasacknowledged before me on this date, that being informed of the contents of this statement,executed the same voluntarily on the date same foregoing statement bears.

26TH F E B R U A R YGIVEN UNDER MY HAND AND SEAL OF OFFICE this d a y of

(Seal)

ULY KAVIHEKARMy C a-r !m i s si o n E xp ir es

November 10, 2015Page 5 of 5

Nota y Public Signature

2013

APPLICANT: THE HA1VHLTON APARTMENTS, LP

TDHCA # 13143

TAB 3

Certification of Principal




The undersigned, in each and all of the following capacities in which it may serve or exist --Applicant, Development Owner, Developer, Guarantor of any obligation of the Applicant,and/or Principal of the Applicant and hereafter referred to as "Applicant," whether serving inone or more such capacities, is hereby submitting its Application to the Department forconsideration of an allocation of Housing Tax Credits.


This Application and all materials submitted to the Department constitute records of theDepartment subject to Chapter 552, Texas Government Code, the Texas Public Information Act.

All representations, undertakings and commitments made by Applicant in the Applicationprocess for a Development, whether with respect to Threshold Criteria, selection criteria orotherwise, expressly constitute conditions to any Commitment, Determination Notice,Carryover Allocation, or Direct Loan Commitment for such Development which the Departmentmay issue or award, and the violation of any such condition shall be sufficient cause for thecancellation and rescission of such Commitment, Determination Notice, Carryover Allocation,or Direct Loan Commitment by the Department. I f any such representations, undertakings andcommitments concern or relate to the ongoing features or operation of the Development, theyshall each and all shall be enforceable even if not reflected in the Land Use RestrictionAgreement. All such representations, undertakings and commitments are also enforceable bythe Department and the tenants of the Development, including enforcement by administrativepenalties for failure to perform, in accordance with the Land Use Restriction Agreement.

Applicant or any other member of the Development Team has not been or is not barred,suspended, or terminated from procurement in a state or Federal program or listed in the Listof Parties Excluded from Federal Procurement or Non-Procurement Programs.

Applicant or any other member of the Development Team has not been convicted of a state orfederal felony crime involving fraud, bribery, theft, misrepresentation of material fact,misappropriation of funds, or other similar criminal offenses within fifteen (15) years precedingthe Application submission.

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Applicant or any other member of the Development Team is not, at the time of Application,subject to an enforcement or disciplinary action under state or federal securities law or by theNASD; is not subject to a federal tax lien; or is not the subject of a proceeding in which aGovernmental Entity has issued an order to impose penalties, suspend funding, or take adverseaction based on an allegation of financial misconduct or uncured violation of material laws,rules, or other legal requirements governing activities considered relevant by the GovernmentalEntity.

Applicant or any other member of the Development Team has not breached a contract with apublic agency and failed to cure that breach.

Applicant or any other member of the Development Team has not misrepresented to asubcontractor the extent to which the Developer has benefited from contracts or financialassistance that has been awarded by a public agency, including the scope of the Developer'sparticipation in contracts with the agency and the amount of financial assistance awarded tothe Developer by the agency.

Applicant or any other member of the Development Team has not been identified by theDepartment as being in Material Noncompliance and has not repeatedly violated the LURA or ifsuch material Noncompliance or repeated violation is identified during the Application reviewor the program rules in effect for such property as further described in Subchapter F of theUniform Multifamily Rules (relating to Compliance Administration), it does not remainunresolved.

Applicant or any other member of the Development Team is not delinquent in any loan, fee, orescrow payments to the Department in accordance with the terms of the loan, as amended, oris otherwise not in default with any provisions of such loans.

Applicant or any other member of the Development Team has not failed to cure any past duefees owed to the Department at least ten (10) days prior to the Board meeting at which thedecision for an award is to be made.

Applicant or any other member of the Development Team is not in violation of a state revolvingdoor or other standard of conduct or conflict of interest statute, including §2306.6733 of theTexas Government Code, or a provision of Chapter 572 of the Texas Government Code, inmaking, advancing, or supporting the Application.

Applicant or any other member of the Development Team does not have previous Contracts orCommitments that have been partially or fully de-obligated during the twelve (12) months priorto the submission of the Application and through the date of final allocation due to a failure to

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meet contractual obligations, and said person is not on notice that such de-obligation results inineligibility under these rules.

Applicant or any other member of the Development Team has not provided fraudulentinformation, knowingly falsified documentation, or other intentional or negligent materialmisrepresentation or omission in an Application or Commitment as part of a challenge toanother application, or any other information provided to the Department for any reason. Suchconduct is also a violation of these rules and will subject the Applicant to the assessment ofadministrative penalties under Chapter 2306 of the Texas Government Code and Chapter 10 ofthe Uniform Multifamily Rules.

The Applicant or any other member of the Development Team has not and will not work tocreate opposition to any Application, excluding any challenges filed pursuant to §11.10 of theUniform Multifamily Rules (relating to Challenges of Competitive HTC Applications), and has notformed a Neighborhood Organization (excluding any allowable technical assistance), has notgiven money or a gift to cause a Neighborhood Organization to take its position as it relates to§11.9(d)(1) of the Housing Tax Credit Qualified Allocation Plan.

The Applicant will not violate §2306.1113 of the Texas Government Code relating to Ex ParteCommunication and further explained in §10.202(2)(A) of the Uniform Multifamily Rules.

For any Development utilizing Housing Tax Credit or Tax-Exempt Bonds, at all times during thetwo-year period preceding the date the Application Round begins (or for Tax-Exempt BondDevelopments any time during the two-year period preceding the date the Application issubmitted to the Department), the Applicant or a Related Party is not or has not been amember of the Board or employed by the Department as the Executive Director, Chief of Staff,General Counsel, a Deputy Executive Director, the Director of Multifamily Finance, the Chief ofCompliance, the Director of Real Estate Analysis, a manager over the program for which anApplication has been submitted, or any person exercising such responsibilities regardless of jobtitle; or in violation of §2306.6733 of the Texas Government Code.

For any Development utilizing Housing Tax Credits, the Applicant will not propose to replace inless than fifteen (15) years any private activity bond financing of the Development described bythe Application, unless the exceptions in §2306.6703(a)(2) of the Texas Government Code aremet.

All the instances in which any Principal or any entity or Person in the Development ownershipstructure who was or is involved as a Principal in any other affordable housing transaction hasbeen the subject of a voluntary or involuntary termination of involvement in a rent or incomerestricted multifamily development by the lender, equity provider, or any other owners orinvestors, however designated, or any combination thereof or if any litigation to effectuate

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such removal is instituted in the past ten years for its failure to perform its obligations underthe loan documents or limited partnership agreement have been fully disclosed pursuant to§10.202(1)(L) of the Uniform Multifamily Rules. Applicant understands that if the Departmentlearns at a later date that removal did take place as described and was not disclosed, theApplication will be terminated and any Allocation or Award made will be rescinded.

All housing developments with which Applicant, Development Owner, Developer, Guarantorand/or Principal thereof participating, are in compliance with: state and federal fair housinglaws, including Chapter 301, Property Code, the Texas Fair Housing Act; Title VIII of the CivilRights Act of 1968 (42 U.S.C. Section 3601 et seq.); and the Fair Housing Amendments Act of1988 (42 U.S.C. Section 3601 et seq.); the Civil Rights Act of 1964 (42 U.S.C. Section 2000a etseq.); the Americans with Disabilities Act of 1990 (42 U.S.C. Section 12101 et seq.); and theRehabilitation Act of 1973 (29 U.S.C. Section 701 et seq.).

The making of an allocation or award by the Department does not constitute a finding ordetermination that the Development is deemed qualified to receive such allocation or award.Applicant agrees that the Department or any of its directors, officers, employees, and agentswill not be held responsible or liable for any representations made to the undersigned or itsinvestors relating to the Housing Tax Credit Program; therefore, Applicant assumes the risk ofall damages, losses, costs, and expenses related thereto and agrees to indemnify and holdharmless the Department and any of its officers, employees, and agents against any and allclaims, suits, losses, damages, costs, and expenses of any kind and of any nature that theDepartment may hereinafter suffer, incur, or pay arising out of its decisions and actionsconcerning this Application for Housing Tax Credits or the use of information concerning theHousing Tax Credit Program.

Applicant, Development Owner, Developer, Guarantor or other Related Party is not subject toany criminal proceedings and if any such proceeding or any other charges which wouldinvalidate the certifications herein occur prior to Carryover, the Applicant will immediatelynotify the Department. Such notification must be presented to the Board for consideration atthe next available Board meeting.

The individual whose name is subscribed hereto, in his or her individual capacity, on behalf ofApplicant, and in all other related capacities described above, as applicable, expresslyrepresents, warrants, and certifies that all information contained in this certification and in theApplication, including any and all supplements, additions, clarifications, or other materials orinformation submitted to the Department in connection therewith as required or deemednecessary by the materials governing the Housing Tax Credit Program are true and correct andthe Applicant has undergone sufficient investigation to affirm the validity of the statementsmade. Further, the Applicant hereby expressly represents, warrants, and certifies that the

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Cert ifi cat ion of Principal

individual whose name is subscribed hereto has read and understands all the informationcontained in this form of the Application.

By signing this document, the undersigned, in their individual capacity, on behalf of Applicant,and in all other related capacities described above, is affirming under penalty of Chapter 37 ofthe Texas Penal Code titled Perjury and Other Falsification and subject to criminal penalties asdefined by the State of Texas. TEX. PENAL CODE ANN. §§37.01 et seq. (Vernon 2011) andsubject to any and all other state or federal laws regarding the making of false statements togovernmental bodies or the false statements or the providing of false information in connectionwith the procurement of allocations or awards that the Application and all materials relatingthereto constitute government documents and that the Application and all materials relatingthereto are true, correct, and complet .r r a F I a t e r i a l r e s p e c t s .

Signa/ re of Authorized Represent w eJ. STEVE FORD

Printed NameMANAGER OF THE HAMILTON GP, I,LC, THE GENERAL PARTNEROF THE HAMILTON APARTMENTS, LP

Title02/26/2013

Date


COUNTY OF §


GIVEN UNDER MY HAND AND SEAL OF OFFICE this26TH day of FEBRUARY

(Seal)

Page 5 of 5

2013

Nota y Public Signature










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Applicant or any other member of the Development Team has not been identified by theDepartment as being in Material Noncompliance and has not repeatedly violated the LURA or ifsuch material Noncompliance or repeated violation is identified &King the Application reviewor the program rules in effect for such property as further described in Subchapter F of theUniform Multifamily Rules (relating to Compliance Administration), it does not remainunresolved.





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By signing this document, the undersigned, in their individual capacity, on behalf of Applicant,and in all other related capacities described above, is affirming under penalty of Chapter 37 ofthe Texas Penal Code titled Perjury and Other Falsification and subject to criminal penalties asdefined by the State of Texas. TEX. PENAL CODE ANN. §§37.01 et seq. (Vernon 2011) andsubject to any and all other state or federal laws regarding the making of false statements togovernmental bodies or the false statements or the providing of false information in connectionwith the procurement of allocations or awards that the Application and all materials relatingthereto constitute government documents and that the Application and all materials relatingthereto are true, correct, and c p t e in all material respects.

By:Sig a tu re of Authorized Representative

CYNDI FORD

Printed NameMANAGER OF THE HAMI LTON GP, LLC, THE GP OF THEHAMMTON APARTMENTS, LP

Title02/26/2013

Date

THE STATE OF TEXASHARRIS

COUNTY OF


GIVEN UNDER MY HAND AND SEAL OF OFFICE t h i s2 6 T H d a y o f

(Seal)

LILY KAVTHEKARMy Commission Expires

November 109 2 0 1 5

§§

Page 5 of 5

'OAFEBRUARY

Not ry Public Sign

2013










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Page 2 of 5









Page 3 of 5







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By signing this document, the undersigned, in their individual capacity, on behalf of Applicant,and in all other related capacities described above, is affirming under penalty of Chapter 37 ofthe Texas Penal Code titled Perjury and Other Falsification and subject to criminal penalties asdefined by the State of Texas. TEX. PENAL CODE ANN. §§37.01 et seq. (Vernon 2011) andsubject to any and all other state or federal laws regarding the making of false statements togovernmental bodies or the false statements or the providing of false information in connectionwith the procurement of allocations or awards that the Application and all materials relatingthereto constitute government documents and that the Application and all materials relatingthereto are true, correct, and complete in all material respects.

By:Sig ature of Authorized lepresentative

OHM STEPHEN FORD, JR.

Printed NameMANAGER OF THE HAMILTON GP, LLC, THE GP OFTHE HAMI LTON APARTMENTS, L.P.

Title02/26/2013

Date


C O U N T Y O F


FEBRUARY 2 0 1 3GIVEN UNDER MY HAND AND SEAL OF OFFICE this 26TH day of

(Seal)

L,..,tkAkallulltiLkAltailAikliAlul.iktaAtILVULAMALA

LILY KAVIHEKARMy Commission Expires

November 10, 2015

Page 5 of 5

Not ry Public Signature










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such removal is instituted in the past ten years for its failure to perform its obligations underthe loan documents or limited partnership agreement have been fully disclosed pursuant to§10.202(1)(L) of the Uniform Multifamily Rules. Applicant understands that lithe Departmentlearns at a later date that removal did take place as described and was not disclosed, theApplication will be terminated and any Allocation or Award made will be rescinded.





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By signing this document, the undersigned, in their individual capacity, on behalf of Applicant,and in all other related capacities described above, is affirming under penalty of Chapter 37 ofthe Texas Penal Code titled Perjury and Other Falsification and subject to criminal penalties asdefined by the State of Texas. TEX. PENAL CODE ANN. §§37.01 et seq. (Vernon 2011) andsubject to any and all other state or federal laws regarding the making of false statements togovernmental bodies or the false statements or the providing of false information in connectionwith the procurement of allocations or awards that the Application and all materials relatingthereto constitute government documents and that the Application and all materials relatingthereto are tru

By:

cor ect, and corn I material respects.

Si a t u r e of Aut d R e p r e sit 3 A v e

HE HAMILTON GP, LLC

Printed NameJ. STEVE FORD, MANAGER

Title02/26/2013

Date

THE STATE OF TEXAS §§

COUNTY OF H A R R I S §


26TH F E B R U A R Y , 2013GIVEN UNDER MY HAND AND SEAL OF OFFICE this d a y of

(Seal)

U P t K AV I M E KA R•

Commission ExPires-November 10, 2015

Page 5 of 5

4 ,t ol ok i

otary Pubitc-Sigfrat-


TDHCA # 13143

TAB 4

HOME Development Certification

Not Applicable


TDHCA 13143

TAB 5

Contact Information

Applicant Information Page

Provide the contact information for the Applicant and any staff responsible for Administrative Deficiencies and/or clarifications tothe Application.

1. Applicant Contact InformationName: J . Steve Ford

Email: steve@resolutioninanet

Mailing Address: 1 5 0 0 North Post Oak Road, Suite 190

2. Second ContactName: Carrie Ford

StreetHoustonCity

Email: carrie(a,encoreresidential.net

Phone:

Phone:

TexasState

(713) 334-5514Office

(713) 906-6433Mobile

77055Zip

(713) 334-5514Office

(713) 824-1612Mobile

Extension

Extension

3. Consultant Contact (if applicable)Name: L i l y Kavthekar P h o n e : ( 7 1 3 ) 334-5514

OfficeEmail: [email protected] ( 8 3 2 ) 439-3725

MobileMailing Address: 1 5 0 0 North Post Oak Road, Suite 190

Extension

StreetHouston T e x a sCity S t a t e

77055Zip


TDHCA # 13143

TAB 6

Self Score

Competitive Housing Tax Credit Selection Self-Score

Criteria Promoting Development of High Quality Housing

Point Item Description QAP ReferencePoints

SelectedUnit Sizes §11.9(b)(1)(a) 7Unit Features §11.9(b)(1)(b) 7Sponsor Characteristics §11.9(b)(2) 1

High Quality Housing Total 15

Criteria to Serve and Support Texans Most In Need

Point Item Description

Point Item Description

PointsSelected

QAP ReferencePoints

SelectedIncome Levels of Tenants

Community Input other than Quantifiable Community Participation

§11.9(c)(1) 15Rent Levels of Tenants

§11.9(d)(3)

§11.9(c)(2) 9Tenant Services §11.9(c)(3) 8Opportunity Index

Community Revitalization Plan

§11.9(c)(4) 1Educational Excellence

25

§11.9(c)(5) 0Underserved Area

QAP Reference

§11.9(c)(6) 0Tenant Populations with Special Needs

18

§11.9(c)(7) 2Serve and Support Texans Most in Need Total 35

Criteria Promoting Community Support and Engagement


SelectedQuantifiable Community Participation §11.9(d)(1)Community Input other than Quantifiable Community Participation §11.9(d)(2)Commitment of Development Funding by Unit of General Local Government §11.9(d)(3) 12Community Support from State Representative or Senator §11.9(d)(4)Declared Disaster Area §11.9(d)(5) 7Community Revitalization Plan §11.9(d)(6) 6

Community Support and Engagement Total 25

Criteria Promoting the Efficient Use of Limited Resources and Applicant Accountability


SelectedFinancial Feasibility §11.9(e)(1) 18Cost of Development per Square Foot g11.9(e)(2)Pre-application Participation §11.9(e)(3) 6Leveraging of Private, State, and Federal Resources §11.9(e)(4) 3Extended Affordability or Historic Preservation §11.9(e)(5) 2Right of First Refusal §11.9(e)(6) 1Development Size §11.9(e)(7) 0Point Deductions §11.9(f)

Efficient Use of Limited Resources and Applicant Accountability Total 30

1 Total Application Self Score' 1 0 5 I

APPLICANT: THE HAMMTON APARTMENTS, LP

TDHCA # 13143

Tab 7

Site Information Form

2.

School Name Grades Xthrough X Overall Rating Evidence of rating is

provided Overall Rating

Blackshear Elementary K through 6 Unacceptable Yesthrough Elementary

Gregory-Lincoln Middle School 6 through 8 Acceptable Yesthrough Middle School

Davis High School 9 through 12 Acceptable YesHigh School

3.

5.

6.

7.

1800 St. Joseph ParkwayAddress

77003 H a r r i sZip County

Site information Form Part I

6 D e v e l o p m e n t is:Region

1 Urban

HoustonCity

In a Participating Jurisdiction?

Self Score Total: I 1 0 5 I

YesETJ?

'Development Address (All Programs)No

'Census Tract Information (All Programs)

4• "Undesirable Area Features (All Programs)

El

Notes:

El

Mark the appropriate boxes below:

Census Tract Number:

No undesirable area features are present.

Development Site is appropriately zoned?

Flood Zone Designation: " X "

48201100000

Residents of the proposed development will attend:

District Wide Rating appl icable):

Yes

This application is seeking points for Educational Excellence.

CICT? Y e s C e n s u s Tract Map Provided behind this tab?

Zoning Designation: N / A

Median Household Income: 5 6 , 7 0 5 M e d i a n Household Income Quartile: 2 n d Q I P ov erty Rate:

Development is outside the 100 year floodplain? Yes

Yes

32.7%

'Site Characteristics (All Programs) 1Development Site is within a one mile radius (urban) or two mile radius (rural) of at least six eligible amenities and/or services. A map indicating the Development Site, a scaleshowing the appropriate radius, and the location of the amenities is included behind this tab. (All Multifamily Applications)

Mark only one box below:

ODevelopment received Department pre-clearance for any undesirable area features; or

I L IF or HTC Appl icat ions that submitted a pre-application, the WPPD Packet at the time of pre-application, but pre-clearance is pending.

1=1For all other applications and for HTC applications where no pre-application was submitted, the WPDD Packet was submitted with this application; or

'Resolutions (All Programs, i f applicable)

Development is located in a municipality, or if located outside of a municipality, a county that has more than twice the state average of units per capita supported by TaxCredits or Private activity Bonds.

If box above IS checked, Applicant has prior approval of the Development from the Governing Body of the appropriate municipality or county

Development is New Construction or Adaptive Reuse and is located one linear mile or less (measured by a straight line on a map) from another Development that serves thesame type of household as the proposed Development and has received an allocation. of Housing Tax Credits or private activity bonds for a fly New Construction at any timeduring the three-year period preceding the date the Application Round begins (or for Tax-Exempt Bond Developments the three-year period preceding the date theCertificate of Reservation is issued) and has not been withdrawn or terminated from the Housing Tax Credit Program

If box above IS checked, the Development meets one of the exceptions identified in §11.3(c) of the QAP.

I:Development is in a census tract that has more than 30% Housing Tax Credit Units per total households in the census tract.If box above IS checked, then choose one opton below:

The Development is located in a Place with a population of less that 100,000

The Development is located in a Place with a population of 100,000 or more, and the Applicant has a resolution from appropriate Governing Body specifically allowing forconstruction of the Development

Site Location (All Programs) 1

"Educational Excellence (Competitive HTC Applications Only) 1

Total Points Claimed-

8.

9.

10.

11

12.

"Opportunity Index (Competitive HTC Only) 1One box below must be marked:

ODevelopment is located in a census tract that has a poverty rate below 15 percent for individuals.

OR

ODevelopment is located in either Region 11 or 13 and has a poverty rate below 35 percent for individuals.

OR

ODevelopment is located in a Rural Area.

1 General 1Target Population:

Tract Quartile:

Appropriate School Rating for scoring (Elementary or district):

El

ci

6

Top Two

'Application is seeking Opportunity Index Points:

If necessary, provide a brief summary of how the Development Site is justifying the points selected:

Urban

1Region:

Mark one of the five boxes below:

Applicant obtained pre-clearance fore community revitalization plan, and evidence of pre-clearance is provided behind this tab.

Applicant has included one or more letters of support for points.

'Acceptable 1

Development is in a "STATEWIDE" declared disaster area, and evidence is provided behind this tab.

ODevelopment is in a "LOCALIZED" declared disaster area, and evidence is provided behind this tab.

Total Points Claimed:" 1

Total Points Claimed:I 0

Total Points Claimed:I 6

0

Total Points Claimed:

1

Summary (lines 107-115 are hidden, and available i f needed)

lUnderserved Area (Competitive HTC Only)

1Applications may qualify for up to two (2) points for proposed Developments located in one of the following areas:

Colonia;

Economically Distressed Area;

A municipality, o r i f outside of the boundareis of any municipality, a county that has never received a competitive tax credit allocation or a 4 percent non-competitive tax credit allocation; or

For Rural Areas only, a census tract that has never received a competitive tax credit allocation or a 4 percent non-competitive tax credit allocation serving the sameTarget Population.

Note: Developments serving the elderly are eligible for 1 point; supportive housing developments or those serving the generalpopulation are eligible for 2 points.

'Application is seeking Underserved Area Points: 1'Community Revitalization (Competitive HTC Only) 1

Development is in an Urban Area. Pre-clearance for a community reitalization plan was requested prior to the submission of the pre-application and is pending.

ODevelopment is in an Urban Area outside of Region 3, and supporting documentation that meets the requirements of §11.9(d)(6)(B)(11) was provided with the pre-applicri

If a commitment of CDBG-DR funding was not provided at pre-application, it is attached here.

I DDeve lopmen t is in a Rural Area, and supporting documentation that meets all the requirements of §11.9(d)(6)(C) is provided behind this tab.

For an additional 2 points under §11.9(d)(6)(A)(ii)(III):

ODevelopment is explicitly identified by the city or county as contributing most significantly to the concerted revitalization

efforts of the city or county; resolution stating such is provided behind this tab

'Application is seeking Community Revitalization Points:

'Input other than Quanifiable Community Participation (Competitive HTC Only) 1

'Declared Disaster Area Scoring (Competitive HTC ONLY)* 1

1 7 1


TDHCA # 13143

Tab 8

Supporting Documents

Supporting Documentation for the Site information Form

111

E lEv idence of Department Pre-Clearance of Undesirable Area Feature(s)

Twice the State Average of Units Per Capita Resolution

One Mile Three Year Resolution or evidence of other exception

30% Housing Tax Credit Units per total household Resolution

Evidence of Zoning and/or Evidence of Re-Zoning process

nEvidence of Flood Zone Designation

0

DEvidence of Underserved area (HIC Only)

L Jfor a colonia, a map of the colonia clearly outlining its boundaries and indicating the location of the Development Site

Dfor economically distressed area, letter or correspondence from Texas Water Development Board

Department Pre-Clearance of Revitalization Plan

Letter from a governmental official with specific knowledge regarding infrastructure improvements

Letters for points under §11.9(d)(Z) Community input other than QCP1 Number of letters submitted

Evidence of Declared Disaster Area

0

0

Ell

13

Census Tract Map with Development Site identified

Site Characteristics Map identifying which type of service each location offers pursuant to 0.0.101(a)(2)

School Attendance Zone Map and/or school rating


TDHCA # 13143

Tab 8 (Continued)

Census Tract Map with Development Site identified

13t)MAR T , ,•WILL;Atkp S.T , '

in k V VIEW, S T ' •

1482014105001 ! • ,6-7 -

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r r)'• o R N E -2

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at 6

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-4 1482015101001 DART.Q

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iEktpRIAL WA't• i

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'

It C L I N T O N! RicHARDsoN

FOOT. WiLLIAMSWINEY$ON STST S Tct- A A

:e $44,97?' ,59'Zt3T

9'z' 0

,-- a , 17 j 4 8 20 1 51 0 30 0 1 ,

,tsjDGEIST 45.0 F

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m


TDHCA # 13143

Tab 8 (Continued)

Site Characteristics Map identifying which type of service eachlocation offers pursuant to §10.101(a)(2)

;HM

KS

ZTH

ag 14_00iu Feb 09 17:07 2012:ale 1:31,250 (at center)2000 Feet

1000 Meters 1

o r i r c t i m a I t- I V 1 1 3 . 1. 1 Is i •W l eN ' 1,7 t 13, 1, ,•1 kr; Li -.0' ,•%*- --1-" ' I

RANT)ALT,'S GROCERY2225 LOUI SI ANA S r m o S E P H HOSPITAL

1401 ST JOSEPH P W Y

HAMI LTON MOBIL C-STORE1818 HAMI LTON

I V 'aIS 11.r

3200 CRAWFORDST JOHNS UNI TED METHODI ST2019 CRAWFORD

eet N as USA; © 2001

AMENITIES MAP 1 MILEA

- Local Road

Major ConnectorTrail

Interstate/Limited Access

Exit

: R ai l r oad

.1" Exit/Gas

Exit/Lodging

•

0,

Exit/Food

Exit/Other Services

Mega City

Railroad Abandoned

Population CenterWater

River/Canal

City Park


TDHCA # 13143

Tab 8 (Continued)

Resolution

A resolution per § 50.8(2)(A) of the QAP from the City of Houstonacknowledging that the city has more than twice the state average ofunits per capita supported by Housing Tax Credits or Prix/ate Activity

Bonds and further support construction of the proposed The Hamilton willbe submitted to TDHCA under a separate cover by April 1, 2013


TDHCA # 13143

Tab 8 (Continued)

Resolution

A resolution per § 50.8(2)(A) of the QAP from the City of Houstonacknowledging that the city supporting construction of the proposed TheHamilton will be submitted to TDHCA under a separate cover by April 1,

2013


TDHCA # 13143

Tab 8 (Continued)

Evidence of Zoning

C I T Y O F H O U S T O N A n n i s e D. ParkerPlanning and Development

To: W h o m it May Concern

From: M a r l e n e L. Gafrick, DirectorPlanning & Development Department

Effective Date: J a n u a r y 1, 2013

Mayor

Marlene L. GafrickDirectorP.O. Box 1562Houston, Texas 77251 -1 562

T. 713.837.7760F. 713.837.7703www.houstontx.gov

The City of Houston does not have a zoning ordinance. This is the city of Houston's nozoning letter applicable to any property inside the City of Houston. This does notaddress any separately filed restrictions that may be applicable to the property. Youmay use this letter to present to your lender. This letter will be updated on January 1,2014.

All applicable development regulations and subdivisions laws can be obtained through areview of the City Code of Ordinances, which is located on the City of Houston Internetsite accessed through www.houstonplanning.com or www.houstontx.gov.

Council Members: H el ena Brown J er r y Davis El l en R. Cohen W a n d a Adams D av i d Martin A l Hoang Ol i ver Pennington Edwar d GonzalezJames G. Rodriguez M ike Laster Lar r y V. Green Stephen C. Costello Andr ew C. Burks, Jr Melissa Noriega C.O. "Brad" Bradford Jack ChristieController: Ronald C. Green

H A R R I S C O U N T YPublic Infrastructure DepartmentArchitecture & Engineering Division

January 1, 2013

To Whom It May Concern:

10555 Northwest Hwy., Suite 120Houston, Texas 77092

(713) 956-3000

SUBJECT: Zoning, Building Codes, and Certificates of Occupancy inUnincorporated Harris County

Zoning:

There is no zoning regulation promulgated or administered by Harris County inthe unincorporated area. H a r r i s County does administer regulations pertaining tofloodplain management, on-si te sewage facilities, driveways, a n d signs. A l ldevelopment regulations may be viewed on our website: www.hcpid.orgipermits.

Building i e s and Certificates of Occupancy:

Effective 1 January 2006, multi-family dwellings consisting o f four (4) or moreunits became subject to the requirements of the Harris County Fire Code. A Certificateof Compliance is issued prior to occupancy. Commercial and public buildings permittedprior to 1 January 2005 were not subject to any building code; however, after that date,construction o f commercial and public buildings became subject to the Harris CountyFire Code. A Certificate of Compliance is issued prior to occupancy. The Harris CountyFire Code may be viewed on our website.

All residential construction single family homes and duplexes) permitted inunincorporated Harris County after September 1, 2009 is required to comply with ourinspection notification process. -The provisions of Subchapter F of Chapter 233 of theTexas Local Government Code, as enacted by the 8 1s t T e x a s L e g i s l a t u r e , r e q u i r e t h e

builder of a residential structure to provide a notice to the County of the date of certaininspections. Th is notice indicates whether the inspections showed compliance with theversion o f the International Residential Code that will be used to construct the newresidence at the time the permit was obtained. No certificate of occupancy is issued forthese residential structures.

Zoning/Occupancy LetterPage 2January 1, 2013

You may present this letter to your lender. I t i s updated annually o r asregulations and requirements are amended. I f additional information is required beyondthe scope of this letter, please contact the Records Section of the Harris County PermitsOffice at 713-956-3000, fax 713-956-3050 or e-mail recordsahcbid.orq. A fee will beassessed for additional information.

S i n c e r e l y ,

Joshua Stuckey, IRS,'Gr-iviManager of Permits


TDHCA # 13143

Tab 8 (Continued)

Evidence of Flood Zone Designation

_Os

hq!

===f r' rg =

!

7 14

nLiE 11144E

•

11

The Murillo Company10325 LANDSBURY sTE. 400 • HOUSTON. TX 77099.4299

PHONE (281) 933-9702 F AX (281) 9334051

Owner, Property Manager or Occupant InformationReason for Performing Phase 1Other

Yes X N o

Yes N o X

I 1 b No X 1

5.0 R E C O R D S REVIEW

5.1 F E D E R A L AND STATE GOVERNMENTRegulated facilities and the databases under which they are registeredare listed in the GeoSearch Regulatory Report in the Appendix.

5.2 AD D ITION AL ENVIRONMENTAL SOURCESLocal and regional records and sources used to supplement therecords review are identified below.

5.2.1 FLOODPLAINS

According to the Federal Emergency Management Act (FEMA)Flood Insurance Rate Map (FIRM) Panel Number 48201C0855L., this subject property is located in Zone "X," an area that isdetermined to be outside the 100 and 500 year floodplains.

A copy o f the FEMA Flood Zone Map is presented in theRegulatory Data Report shown in the Appendix.

5.2.2 WATER QUALITY AGENCYWater and sewer to the subject property will be supplied by theCity of Houston.. According to the City of Houston Departmentof Public Works & Engineering Drinking Water Quality Report,there have been no reported problems with the water quality inthe area of the property and drinking water meets all EPA andTexas water quality requirements.

A copy of the City of Houston Water Quality Report is includedin the Appendix.

7

- . 11 1N ;1 11 11 ;1 17 1'- . 1g 17-d!-fir -

v Y a

,tallote adIZINPANTINifokfy !um

FEMA MAP

1/2 Mile

1/8 MI!

1 • 4 Target Properly (TP)

ZONE A

11111 Z O N E AEZONE ANZONEZONEDZONE UNDES

1 1 . 1 Z O N E VN E I Z O N E VE

M a r k 38471 2/ 6/ 2012

IThe Hamilton Apts

ZONE X 1 8 0 0 Block St Joseph PkwyHoust on, T exasJ _ L 1 Z O N E X500

Z 2 2 N D A - DIGITAL DATA NOT AVAILABLE 7 7 0 0 3

Panel it 48201C08551.

t-.S0;0-E

1000'

SCALE / - 2000'

2000' 3000'

GegZearch www.oso-seerchnel phone: 888-396-0042 - ter 512-472-9957

FEDERAL EMERGENCY MANAGEMENT AGENCY REPORT

FEMA - Federal Emergency Management AgencyThe information used in this report Is derived from the Federal Emergency Management Agency (FEMA). The CI3 Flood Data isdeveloped by electronically scanning the current effective map panels of existing paper Flood insurance Rate Maps (FIRMS). Certainkey features are digitally captured and then converted into area features, such as floodplain boundaries. OS Flood Data capturescertain key features from the existing paper FIRMs, including:- 100-year and 500-year (1% and 0.20/0 a n n u a l c h a n c e ) fl o o d p l a i n a r e a s , I n c l u d in g Z o ne V a r e as ,

certain fioodway areas (when present on the FIRM), and zone designations- Coastal Barrier Resources Act (COBRA) areas- FIRM panel areas, Including panel number and suffix

This data was last updated between 1996 and 2000 and is available in select counties throughout the United States.

IFEMA Flood Zone Definitions Relevant to Map

1An area that is determined to be outside the 100 and 500 year floodplains.

FEMA REPORT

Get:Search www.geo-search.net phone: 888-396-0042 fax: 512472-9967

APPLICANT: THE HANHLTON APARTMENTS, LP

TDHCA # 13143

Tab 8 (Continued)

School Attendance Zone Map and/or School Rating

School Zone Search Tool-Results

eral and State ComplianceHOUSAffiDEPENDENT SCHOOL DISTRICT

SchoolZ Ns wE

e t t l-L ;1 1 I UV

Disclaimer:

S pecial S i tua ti ons

• ‘ ' \? • W hat 's On HISD N ews Today?Tu n e i n N o w !

click here for more information

Results provided here are for informational purposes only; final student placement isdetermi ned by c ampus Regi s trars . There can be errors or omissions in the electronic files(especially i f i t is a new s treet), so call for clarification. These problems can be resolved by reportingthem to the Attendance Boundaries and Trans fer Department, 713-556-6734.

Special Situations I Boundary Maps I HISD School Info

Notices:

Search Resu ltsStreet Name S t a r t i n g # E ndi ng # Z i p Code H i g h School M i d d l e School E l e me nta r y School S p e c i a l S ituation

St Joseph Pkwy 1 7 0 0 1 9 4 3 7 7 0 0 3 D a v i s High Gre g o ry -L i n c o l n B l ac k s hear ElementarySchool M i d d l e School S c h o o l

• A few schools have Special Situations or Options and these may carry specific limitations or require transfers .• I f a s treet is not l isted, check to see i f there are multiple spellings or similar s treets by this name. The name may be one word or two words, and

therefore appear in another place in the directory. I f the house number is not present within the range of the directory, the s treet could be misspelled o rlisted in another way.

• T w o apartment complexes are assigned to both HISD and Aldine ISD. These are:

Nor thwest Pines Apar tments:5801 N Houston RosslynBuildings 1-6, 10-13, and 15 are zoned to HISD (Scarborough HS, Clifton MS, Kate Smith ES); al l others are zoned to Aldine.

Pine Ridge Place Apar tments:5701 Deep Forest CirApartments numbered 101-109, 201-207, 301-326, 401-411 and 601-608 are zoned to HISD (Scarborough HS, Cli fton MS, Kate Smi thES); all others are zoned to Aldine.

Pine Ridge Place Apartments:5701 Lost Forest DrApartments numbered 2701-2705 and 2801-2821 are zoned to HISD (Scarborough HS, Cl i fton MS, Kate Smith ES); al l others arezoned to Aldine.

Pine Ridge Place Apar tments:5700 Thousand Oaks CirApartments numbered 208-227 and 701-705 are zoned to HISD (Scarborough HS, Clifton MS, Kate Smith ES); all others are zoned toAldine.

ESC Horne I Contact Us I HISDConnect

Tamicha Ps Roberts , Senior Demographics Specialist

1/16/13 2:03 PM

http://depthous toniscLorgiabiabcx_tool /abcx iookup.asp P a g e 1 o f 1

•soi,

BA!

laN NHUTE

NO131i13N

HISD Deoartment of Demooraohics. 2C


TDHCA # 13143

Tab 8 (Continued)

Department Pre-Clearance of Revitalization Plan

BOARD MEMBERSJ. Paul Oxer, Chair

Rick Perry J u a n S. Mulioz, PhD, Vim ChairGOVERNOR T o m FL Gann

Leslie Bingham-EscarelloLowell A. Keig

J. Mark McWatters

J. Steve FordApplicant Contact •The Hamilton Apartments, LP

Dear Mr. Ford: •

TEXAS DEPARTMENT OF HOUSING AND COMMUNITY AFFAIRS?mg klhea.siale.Alas

February 26, 2013

Writer's direct phone II 512.4753676Email: [email protected]

RE: REQUEST FOR PRECLEARANCE OF COMMUNITY REVITALIZATION PLANS UNDER §11.9(d)(6)(B)(i)OF THE QUALIFIED ALLOCATION PLAN FOR THE HAMILTON APARTMENTS (#13143)

A request for preclearance of a Community Revitalization Plan under §11.9(d)(6)(A)(iv) of the QualifiedAllocation Plan was submitted to the Department for the above referenced Development. Specifically, yourequested preclearance for the Community Reinvestment — City of Houston 2012 Action Plan with a $198 millionbudget. Staf f reviewed the request and recommended to the TDHCA Board to grant the preclearance. T heTDHCA Board approved the Board Action on Februaly 21, 2013.

It is important to note that this Board approval was given only for preclearance of the plans themselvesand their corresponding budgets, and this does not constitute an assessment of points awarded to a particularapplication. While staffs review of the plan was extensive, certain aspects of the actual application that wouldmake it eligible for points were not reviewed. In particular, evidence that the proposed site is located within thetarget area of the community revitalization plan must be submitted with the full application.

If you have any questions or concerns, please feel free to contact me at jean.latshst/altdhca.state.tx.us or byPhone at 512.475.1676.

Competitive Housing Tax Credit Program Manager

221 East l l t h Street P . O . Box 13941 Aus t in, Texas 78711-3941 ( 8 0 0 ) 525-0657 (512) 475-3800

• ,5- • • • • •61a121A-4190,V

.-e-1,

City of Houston

Program Year 3 Action Plan General Questions response:

1. Describe the geographic areas of the jurisdiction (including areas of low income families and/or racial/minorityconcentration) in which assistance will be directed during the next year. Where appropriate, the jurisdictionshould estimate the percentage of funds the jurisdiction plans to dedicate to target areas.

Maps provided in the Appendix illustrate the known locations of proposed federally funded projects andactivities for PY 2012, relative to designated low- and moderate-income areas. Locations of all 2012projects and activities will be determined in detail after the solicitation process is completed and allsubrecipients are identified. Other maps illustrate areas of minority concentration, City Council Districts, andSuper Neighborhoods.

2. Describe the basis for allocating investments geographically within the jurisdiction (or within the EMSA forHOPWA) (91.215(a)(1)) during the next year and the rationale for assigning the priorities.

Allocation Priorities. HCDD has made estimated funding allocations for PY2012, based upon: thepriorities shown in the 2010-2014 Consolidated Plan, community input, qualified responses to request forproposals, analyses of prior years' budget and expenditure data, and City Council direction.

Additional factors that impacted decisions targeting PY2012 funding to particular activities or specificgeographic areas of the City are: the stated needs, analysis, and objectives in the 2010-2014 ConsolidatedPlan, priorities stated in each respective program's solicitation and award guidelines, compliance with HUDentitlement grants' (CDBG, HOME, HOP WA, and ESG) rules and regulations, and Areas for CommunityReinvestment plan.

Geographic Distribution. Establishing the Areas for Community Reinvestment plan allows HCDD staff toanalyze those indicators that best help to provide data-driven recommendations for projects and activitiesthat will foster investment in select geographic areas (Super Neighborhoods) that demonstrate the mostneed. The goal is to take the limited funding HCDD receives, leverage it with private investment withinthese areas, to ultimately arrest decline and bring about positive outcomes in historically underservedcommunities.

Use: The Areas for Community Reinvestment plan may be applied to activities funded by the HOMEInvestment Partnerships Program (HOME), the Community Development Block Grant (CDBG) Program,and the Section 108 Loan Guarantee Program. HCDD adopted this HUD approved map in the 2011 AnnualAction Plan for code enforcement activity and has extended it to other activities, including multifamilyhousing rehabilitation/new construction, homebuyer's assistance, single family home repair, public services,and the rehabilitation/new construction of public/private facilities. When reviewing projects for funding,HCDD staff may give special consideration to projects that fall within the boundaries of the chosen areas orleverage additional funding, such as State Housing Tax Credits.

HOOD expects to expend Entitlement funds within these boundaries, through a variety of eligible activitiesincluding public facilities, code enforcement, and housing activities. Additionally, the Cityls CapitalImprovement Plan (CIF) includes projects to be located within the Areas for Community Reinvestmentincluding parks, fire, storm drainage, and street projects. More specifics about these current proposedprojects may be found in the Appendix. Furthermore, there is overlap between the Areas for CommunityReinvestment, the Neighborhood Stabilization Program Areas, and the Disaster Recovery Areas that willlead to additional housing and non-housing investment in these underserved communities.

Third Program Year Action Plan

GENERAL QUESTIONS

39 Version 2.0

City of Houston

Improved infrastructure, greater availability for affordable rental housing, enhanced neighborhood integritythrough code enforcement, and increased access to public facilities will help to arrest the decline and blightfound within these areas.

Methodology To determine the map of Areas for Community Reinvestment, HCDD has adopted themethodology utilized in development of the previously mentioned code enforcement activity map. HOODstaff conducted an analysis of several demographic and income elements of Houston's eighty-eight SuperNeighborhoods and the following six characteristics were considered

• Low- to Moderate-Income (LMI) Population• T he Land Assemblage Redevelopment Authority (LARA) Owned Lots• Commercial Investments (HCDD Funded) Multifamily and Public Facilities.• Concentration of Multifamily Housing Stock (2000 Census Data)• Designated Demolition Sites• C ity of Houston Capital Improvement Plan (CIP) Projects

The newly named Areas for Community Reinvestment, which includes thirty-nine Super Neighborhoods, areshown in the Areas for Community Reinvestment Areas map shown in the Appendix section on page 185.

HCDD provided the public the opportunity to comment on the proposed Areas for Community Reinvestmentduring two public hearings held on October 29 and November 8, 2012. Additionally HCDD posted a 30-daypublic notice in the Houston Chronicle on November 3, 2012 regarding this Amendment.

3. Describe actions that will take place during the next year to address obstacles to meeting underserved needs.

Obstacles to Addressing Underserved Needs. HCDD and the City of Houston have had the two-foldchallenge of meeting the needs of the underserved and facing the stark budget realities of the recession inthe larger economy. Obstacles to addressing the growing need of underserved low- and moderate-incomeresidents include

• Citizens lack substantial funds or access to credit to initiate homeownership (downpaymentielosingcosts)

• T he demand far surpasses the funding available for the various services required to adequatelyserve the needs of Houston's low- and moderate-income individuals and neighborhoods

• Households seeking mortgages having difficulty meeting underwriting requirements (creditworthiness, bank accounts)

• T he ability for prospective households to sustain necessary income for homeownership;• Households earning fixed incomes (Social Security, Disability)• D ue to language barriers or low educational attainment, many resident are unaware of the services

available to themWorking families also encounter the unique challenge of often "making too much money" to qualifyfor various public services

Actions to Address Obstacles, HCDD will explore the following strategies and actions during PY 2012 toaddress identified obstacles to meeting underserved needs

• Continue Homebuyer Assistance Programs to lower the cost of homeownership and providefunding for citizens that lack substantial funds to initiate homeownership,

Third Program Year Action Plan 40 Version 2.0

Squatty Lyons

Expected GIP Expenditures in Areas for Community Revitalization2013-2017 Adopted CIP

Name of Project

Emancipation ParkHidalgo Park improvementsMoody Park Community Center Expansion I Park

Busby Park Redevelopment

New Fire Station No.84 Pumper, Ambulance, Squad

Wirt Road Drainage and PavingScott Street Drainage and Paving

Neighborhood Street Reconst Project 464Pinemont Paving: T.C. Jester To EllaFulton Paving Tidwell To ParkerBroadway Recon: IH 45 To Airport BlvdHolmes Rd (S. Main To Kirby Drive)Kirby Paving & Drainage: Holmes to OremBrittmoore: Hammerly To ClayLittle York: N. Shepherd To T.C. JesterPES - Parker Rd. and Fulton St. PavingArmour Dr. and Harvey Wilson ReconstructBeechnut Paving & DrainageMarket Street Paving and DrainageClinton Drive Paving & DrainageAlmeda Rd Paving & DrainageGessner Road Paving & DrainageSilber Paving and DrainageLaura Koppe Paving & Drainage

Parks3018 Dowling7000 Avenue Q3725 Fulton1701 Chamberlin6700 Hirsch

Fire10859 Ella Blvd.

Storm Drainage

Streets

Total Parks

Total Fire 7 , 7 7 5 , 0 0 0

Total Storm Drainage $

Total Streets

Total Expected CIP Expenditures in Areas for Community Revitalizaiton

• Ex pe c te d_ _Expendituresbetween 2013.-

2011

$3,000,000$500,000

$3,500,000$1,500,000

$700,000$9,200,000

7,775,000

5,898,0006,560,000

12,458,000

$6,119,000$9,762,000

$17,138,000$16,538,000$5,314,000

$11,949,000$10,710,000$12,157,000$18,249,000

$300,000$12,362 000$7,851 000$5,491,000

$17,904,000$8,269,000$3,168,000$6,250,000

169,531,000

198,964,000

Expected Entitlement Expenditures in Areas for Community Revitalization

Address Grant AmountSpent as ofend of PY

2011

Remaining

Name of Projectamount to bespent starting_

i n P Y 2012Neighborhood Facilit ies $505,940

$3 416,695Acres Homes Multi-Service Center 6719 West Montgomery Rd $2 796,188 $2,290,248$543,305

Deluxe Theater 3303 Lyons Ave $3,960,000

Ibn Sine Dental 5102 N.Shepherd Drive $1,300,000 $800,428 $499,572

Shifa Foundation 10003 Rolke $850,000 0 $850,000

St. Monica Food Pantry 8421 West Montgomery Rd $675,000 0 $675,000

Stanaker Library 611 SSGT Macario Garcia Dr $1,000,000 $959,448 $40,552

Berry Elementary 2310 Berry $87,500 0 $87,500

Ketelsen Elementary 600 Quitman $75,000 0 $75,000$136,037 $50,000

McReynolds Middle School 5910 Market Street $186,037

Moreno Elementary 620 E. Canino $75,000 0 $75,000

Glenbrook Park 8201 North Bayou Dr $2,500,000 $1,624,374 $875,626

Moody Park 3725 Fulton St $500,000 $341,457 $158,543

Schwartz Park 8203 Vo•ua $350,000 $O $350,000Total Public Facilit ies $ 7 , 6 5 9 , 4 2 8

Code Enforcement .Code Enforcement for PY 2012 I I 1 $ 2,791,483

Total Code Enforcement $ 2,791,483Mult ifamily Housing

NHH Rittenhouse Stuebner Airline at Rittenhouse $1,600,000 (Bond) $ - $ 1,600,000

Zion Gardens 2500 Webster $ 1 , 3 9 8 , 7 5 0 $ 2 1 4 , 3 1 8 $ 1,184,432

4415 Perry 4415 Perry $ 3 , 0 0 0 , 0 0 0 $ 1,426,082 $ 1,573,918

2100 Memorial 2100 Memorial $ 2 , 3 0 9 , 9 6 9 $ - $ 2,309,969

Golden Bamboo III Synott at Bellaire $ 8 2 8 , 4 5 0 $ 7 7 3 , 9 0 4 $ 5 4 , 5 4 6Total Mult ifamily Housing $ 6,722,865

T,-s+1 Pvntar•toti FrIt it inMAnt Expenditures in Areas for Community Revitalization $17,173,776


TDHCA # 13143

Tab 8 (Continued)

Letters for points under §11.9(d)(2) Community Input otherthan QCP

January 17, 2013

Tim IrvineExecutive DirectorTexas Department of Housing and Community AffairsP.O. Box 13941Austin, Texas 78711-3941

RE: The Hamilton Apartments, Houston, Texas

Dear Mr. Irvine,

Houston DowntownManagement District

909 Fannin, Suit e 1650 Hous t on, Texas 77010Phone: 713. 650. 3022 F ax : 713 650. 1484vmwdowntowndistrictorg

On behalf of the Houston Downtown Management District, I am writing to endorse TheHamilton Apartments project as proposed for block 396 in the southeast quadrant ofdowntown Houston. Upon our internal review of this future development, we offer broadsupport of this residential product as presented by the developer, UK, Ltd., and theirarchitects, Mucasey & Associates, both of Houston.

This project fulfills in large measure many of the development goals and priorities of theDowntown District.• T h e Hamilton Apartments will add to downtown's residential population with all the

attendant social, employment and environmental benefits of growth in the urban core.• T h e proforma outlines a range of housing options and rental rates that makes downtown

living accessible to an economically diverse population. We believe this project presentsa viable model that will influence similar residential development in or near downtown.

• T h e timing of this project aligns perfectly with other public and private developmentthat we see on downtown Houston's immediate horizon. With a few strategic projects —such as The Hamilton Apartments - Houston and our downtown will continue to propelTexas as the country's best opportunity state.

If I may offer additional information regarding the Downtown District or our support of TheHamilton Apartments, please do not hesitate to call.

Sincerely,

/ • /kobdrt M. EuryExecutive DirectorHouston Downtown Management District


TDHCA # 13143

Tab 8 (Continued)

Evidence of Declared Disaster Area

Office o f the Governor Rick Perry - [Proclamation] Gov. Perry Again Renews Proclamation Extending Drought Emergency

Press ReleaseSpeechEditorial

O F-116 rr y Again Renews Proclamation

Appointment

irmatemling Drought EmergencyExecutive Order

.ktfit1410114411ary 25, 2013 Aus t in, Texas • ProclamationMul t i medi a ' R e c o m m e n d l j T w e e t e 1Archive

Share

TO ALL TO WHOM THESE PRESENTS SHALL COME:

RICK PERRY, Governor of the State of Texas, issued an Emergency DisasterProclamation on July 5, 2011, certifying that exceptional drought conditionsposed a threat of imminent disaster in specified counties in Texas.

WHEREAS, record high temperatures, preceded by significantly low rainfall,have resulted in declining reservoir and aquifer levels, threatening watersupplies and delivery systems in many parts of the state; and

WHEREAS, prolonged dry conditions continue to increase the threat of wildfireacross many portions of the state; and

WHEREAS, these drought conditions have reached historic levels and continueto pose an imminent threat to public health, property and the economy; and

WHEREAS, this state of disaster includes the counties of Archer, Armstrong,4tascosa, Austin, Bailey, Bandera, Bastrop, Baylor, Bee, Bell, Blanco, Borden,

Jsque, Bowie, Brazoria, Brazos, Briscoe, Brooks, Brown, Burleson, Burnet,Caldwell, Callahan, Cameron, Carson, Castro, Childress, Clay, Cochran, Coke,Collin, Collingsworth, Colorado, Coma!, Comanche, Cooke, Coryell, Cottle,Crockett, Crosby, Culberson, Dallam, Dallas, Dawson, Deaf Smith, Delta,Denton, DeWitt, Dickens, Dimmit, Donley, Duval, Eastland, Edwards, Ellis, ElPaso, Erath, Falls, Fannin, Fayette, Fisher, Floyd, Foard, Fort Bend, Freestone,Gaines, Garza, Gillespie, Glasscock, Goliad, Gonzales, Gray, Grayson, Grimes,Guadalupe, Hale, Hall, Hamilton, Hansford, Hardeman, Harris, Hartley, Haskell,Hays, Hemphill, Hidalgo, Hill, Hockley, Hood, Hopkins, Howard, Hudspeth, Hunt,Hutchinson, Jack, Jeff Davis, Jim Hogg, Jim Wells, Johnson, Jones, Karnes,Kaufman, Kendall, Kenedy, Kent, Kerr, Kimble, King, Kinney, Kleberg, Knox, LaSalle, Lamar, Lamb, Lampasas, Lee, Leon, Limestone, Lipscomb, Live Oak,Llano, Lubbock, Lynn, Madison, Mason, Maverick, McCulloch, McLennan,McMullen, Menard, Milam, Mills, Mitchell, Montague, Moore, Motley, Navarro,Nolan, Nueces, Ochiltree, Oldham, Palo Pinto, Parker, Parmer, Potter, Presidio,Randall, Real, Red River, Refugia, Roberts, Robertson, Rockwall, San Patricia,San Saba, Schleicher, Scurry, Shackelford, Sherman, Somervell, Starr,Stephens, Sterling, Stonewall, Sutton, Swisher, Tarrant, Taylor, Terry,Throckmorton, Travis, Uvalde, Val Verde, Victoria, Waller, Washington, Webb,Wheeler, Wichita, Wilbarger, Willacy, Williamson, Wise, Yoakum, Young, Zapataand Zavala.

THEREFORE, in accordance with the authority vested in me by Section 418.014of the Texas Government Code, I do hereby renew the disaster proclamationand direct that all necessary measures, both public and private as authorized

der Section 418.017 of the code, be implemented to meet that threat.

As provided in Section 418.016 of the code, all rules and regulations that may

Governor's Initiatives:DISASTER PREPAREDNESS >>

RELATED NEWSDecember 28, 2012 • Austin, Texas • ProclamationGov. Perry Again Renews Proclamation Extending Drought Emergency

2/5/13 4:11PM

December 13, 2012 • Austin, Texas • AppointmentGo',. Perry Appoints Jons to Upper Guadalupe River Authority Board of Directors

November 30, 2012 • Austin, Texas • ProclamationGov. Perry Again Renews Proclamation Extending Drought Emergency

November 16, 2012 • Austin, Texas • Press ReleaseTexas Sends incident Mana ement Team to Assist with Hurricane SandyRecovery Efforts

View News Archive"

http://governor.s tate.tx .us inews /proc lamation/18115/ P a g e 1 o f 2

Office o f the Governor Rick Perry - [Proclamation] Gov. Perry Again Renews Proclamation Extending Drought Emergency 2 / 5 / 3 4:11PM

inhibit or prevent prompt response to this threat are suspended for the durationof the state of disaster.

'n accordance with the statutory requirements, copies of this proclamation shall, filed with the applicable authorities.

IN TESTIMONY WHEREOF, I have hereunto signed my name and haveofficially caused the Seal of State to be affixed at my office in the City of Austin,Texas, this the 25th day of January, 2013.

1111-1( PPRRY

Governor of Texas

CONNE CT W E r H U s

Like 19 .2k l F o l l o w @TexGov S 24.2K followers •-

L i n k e d i n Yo u TubeEmail

N t t l i 0 R 1 49* F i l a r RSS Feeds Podcastst Instagram

http://governor.s tate.tx .us /news /proc lamation/18115/ P a g e 2 o f 2


TDHCA 1,1 1 3 1 43

Tab 9

Site Information Part II

2.

3.

4.

'Site AcreagePlease identify site acreage as listed in each of the following exhibits/documents.Site Control: 1 . 1 1 8 S i t e Plan: 1 .118 A p p r a i s a l :

Please provide an explanation of any discrepancies in site acreage below:

1None

Site Control 1The current owner of the Development Site is (If scattered site, & more than one owner, refer to Scattered Site Info. Tab.):John S. Beeson J o h n BeesonEntity Name550 WaughAddress C i t y

Is the seller affiliated with the Applicant, Principal, sponsor, or any Development Team member?

If "Yes," please explain: N / A

Did the seller acquire the property through foreclosure or deed in lieu of foreclosure?

Applicant or Applicant Representative Reminder:Identify all of the sellers of the proposed Property for the 36 months prior to the first day of the Application Acceptance Period and their relationship, i fany, to members of the Development Team:Seller John S. Beeson, Trustee has no relationship with the Development Team

Site Control is in the form of:Contract for sale.

E IReco rded Warranty Deed with corresponding executed closing/settlement statement.

OContract for lease.

Expiration of Contract or Option: 2 / 1 0 / 1 4

El

Site Information Form Part II

ESA: 1.118

Contact NameHouston

Anticipated Closing Date:

Pursuant to 0.0.204(11) of the Uniform Multifamily Rules, a Title Commitment or Policy must be provided.

No

Self Score Total:

8/20/13

Development qualifies for the boost for:

IAQual ifi ed Census tract

E IRu ra l Development (Competitive HTC only)

DDevelopment is Supportive Housing (Competitive HTC Only)

Development meets the criteria for the Opportunity Index as identified in §11.9(c)(4) of the Qualified Allocation Plan (Competitive HTC only)

E lDeve lopmen t is non-Qualified Elderly not located in a QCT and is targeted under a Community Revitalization Plan. (Competitive HTC only)

105

12/7/07Date of Last Sale

Texas 7 7 0 1 9State Zip

No

'Title Commitment/Policy

A Title Commitment in the name of the Development Owner as the proposed insured and lists the seller or lessor as the current owner of theDevelopment Site.

DA title policy that shows the ownership (or leasehold) of the Development Site is vested in the name of he Development Owner.

130% increase in Eligible Basis "Boost" (9% and 4% HTC Only) 1


TDHCA # 13143

Tab 10

Supporting Documents II

ISupport Documentation from Site Information Part ll Should be Included Behind this Tab.

L IEt

Site Control Documentation

Title Commitment or Policy

E = I Each of the HOME exhibits identified below (as applicable)

Site & Neighborhood Standards (New Construction .HOME only) 1Confirm the following supporting documents are provided behind this exhibit.

Letters on company letterhead from local uti l i ty providers confirming the site has access to the following services: water andwastewater, sewer, electricity, garbage disposal and natural gas, i f applicable.

DStatement explaining how the Development will promote greater choice of housing opportunities and avoid undue

concentration of assisted persons in areas containing a high proportion of low-income persons.

DCensus data about the city where the proposed site will be located addressing the following: race/ethnicity of the population,

poverty, basic counts/population, housing and financial characteristics. Census data can be found a t wwwicensus.gov.Documentation included the entire Census tract number for the proposed Development.

DA statement confirming that travel time and cost via public transportation or private automobile, from the neighborhood to

places o f employment providing a range o f jobs for lower-income workers, i s not excessive. This is not applicable forDevelopments proposing to serve Elderly.


TDHCA # 13143

Tab 10 (Continued)

Assignment of Earnest Money ContractAnd

Earnest Money Contract

ASSIGNMENT OF EARNEST MONEY CONTRACT

THIS ASSIGNMENT OF EARNEST MONEY CONTRACT (this "Assignment") ismade as o f the 3 0th d a y o f N o v e mb e r 2 0 12 , by and b e tw ee n John S te ph en Ford, Jr.,

TRUSTEE ("Assignor"), T H E H A M I L T O N APART MENT S, L .P. , a Texas l imited-partnership ("Assignee"),

Whereas, pursuant to Earnest Money Contract (the "Contract") dated as o f November29th, 2012 by and between Seller and Assignor, Seller agreed to sell, and Assignor agreed to

purchase certain real property located in Harris County, Texas more particularly described inExhibit A attached hereto and made a part hereof; and

WHEREAS, Assignor desires to assign all its right, title and interest in the Contract toAssignee, Assignee desires to assume all o f the Assignor's obligations under the contract, andSeller desires to consent to this Assignment, subject to certain conditions.

NOW, THEREFORE, for valuable consideration, the receipt and sufficiency of which ishereby acknowledged, the parties hereto agree as follows:

1. A s s i g n o r hereby assigns to Assignee all of it's right, title and interest in and to theContract, and, in consideration of Seller's consent to this Assignment, Assignor hereby agrees toremain liable to Seller, jointly and severally with the Assignee, for the payment of all sums andperformance of all terms, conditions and covenants on the part of the buyer under the Contract.

2. A s s i g n e e hereby assumes and agrees to perform all of the Assignor's duties andobligations under the Contract.

3. S e l l e r hereby consents to this Assignment of Assignor's interest in the contract toAssignee on the conditions, however, that (i) Assignor shall remain jointly and severally liablewith Assignee for the payment o f all sums and performance o f all terms, conditions andcovenants on the part o f the buyer under the Contract, and GO no further assignment o f theBuyer's interest in the Contract, or any part thereof, shall be made without prior written consentof Seller.

IN WITNESS WHEREOF, the parties have executed this Assignment as of the date firstabove written.

ASSIGNOR:

JOHN STEPHEN FORD, JR., TRUSTEE

By:

ASSIGNEE:

THE HAMILTO N APARTMENTS, L.P.By: The Hamilton Development, L.L.C., its General Partner

By:J. Ste e Ford, Manager

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EARNEST MONEY CONTRACT - COMMERCIAL UNIMPROVED PROPERTY

1. P A R T I E S : J ohn S. Beeson, Trustee (Seller) agrees to sell and convey to John Stephen Ford, Jr.,Trustee, and or his permitted assigns (Buyer) and Buyer agrees to buy from Seller the followingproperty for the consideration and upon and subject to the terms, provisions, and conditions hereinafterset forth.

2. P R O P E R T Y : The following tract of land situated in Houston, Harris County, Texas, together with allbuildings, improvements, fixtures and all privileges and appurtenances pertaining thereto including anyright, title and interest of Seller in and to adjacent streets, alleys, or rights-of-way Seller's interest in andto all leases or rents; all of the above hereinafter collectively called "Property"; set out on Exhibit "A"attached hereto and incorporated herein:

1.118 Acres of land (48,689 square feet) situated in the James S. Holiman Survey, Abstract No.323, City of Houston, South Side Buffalo Bayou, Harris County, Texas, approximately 1 800block of St. Joseph Parkway, Houston, Harris County, Texas and more particularly described inexhibit "A" attached hereto.

THE METES AN D BOUNDS DESCRIPTION DETERMINED B Y T HE SURVEY OF T HEPROPERTY HEREINAFTER PROVIDED FOR WILL REPLACE EXHIBIT " A" ATTACHEDHERETO I N THE EVENT IT SHOULD DIFFER FROM THE ATTACHED EXHIBIT. I T ISUNDERSTOOD THAT THE ACREAGE AS SET OUT ABOVE IS APPROXIMATE AND THATTHE PURCHASE PRICE STATED HEREIN IS PAID FOR THE LAND AS A WHOLE AND NOTUPON ANY SPECIFIC ACREAGE UNLESS SPECIFIED DIFFERENTLY IN 3.D. BELOW. A N YPROPERTY TO BE EXCLUDED FROM THIS SALE SHOULD BE SET FORTH UNDER SPECIALPROVISIONS BELOW.

3. C O N T R A C T SALES PRICE:

A. C a s h payable at closing $ 1,750,00.00B. Pr o m is s o r y Note Described in 3.E. below $ 0 . 0 0C. S a l e s Price (Sum of A and B) $ 1,750,000.00D. ( 1 ) T h e sales price shall be based upon the number of net acres (net acres to be total acreage

less any acreage in all flood plains) comprising the property as determined by the survey.

(2) I f the survey of the Property required by Paragraph 17 reflects that the number of totalNet Square feet comprising the property is more or less than 48,689 square feet ("TotalArea"), the Sales Price and the cash payable at closing shall be increased or decreased bythe product of $35.95, multiplied by the amount of the increase or decrease of the totalarea.

4. E A R N E S T MONEY: As a condition precedent to the validity of the Contract, $ 5,000.00 is herewithtendered and is to be deposited as Earnest Money with LANDAMERICA CHARTER T IT LECOMPANY (the "Title Company") Attn: Gar ry Can as Escrow Agent, and placed in an interestbearing account, upon execution of the Contract by both parties. Assuming the Buyer goes hard on thecontract additional earnest money in the amount of $5,000.00 to be tendered and deposited with the"title company" at the end of the 90 day feasibility period. Upon the end of the 90 day feasibility periodand assuming the Buyer goes hard on the contract then all of the earnest money shall be released andpaid to the Seller by the "title company".

1

5. C L O S I N G : The closing of the sale (the "Closing") shall take place at the Title Company on or beforeAugust 10, 2013, unless such date is changed in writing by Seller and Buyer, or otherwise extended asherein provided. Buyer may elect to extend the closing for up to six months by tendering direct to theSeller the sum of $ 5,000.00 for each month of requested extensions. The $ 5,000.00 paid, i f any, forsaid extensions is non-refundable and is applicable toward the overall purchase price. Buyer must notifySeller of the requested extension and tender consideration at lease five (5) days prior to the scheduledclosing date.

A. A t the Closing, Seller shall deliver to Buyer, at Seller's sole cost and expense, the following:

(1) A duly executed and acknowledged Special Warranty Deed conveying good andindefeasible title in fee simple to all of the Property, free and clear of any and all liens,encumbrances, conditions, easements, assessments, reservations and restrictions, exceptas permitted herein and/or approved by Buyer in writing.

(2) A n Owner's Policy of Title Insurance (the "Title Policy") issued by the Title Company inthe full amount of the Sales Price, dated as of Closing, insuring Buyer's fee simple title tothe Property to be good and indefeasible subject only to those title exceptions permittedherein, or as may be approved by Buyer in writing, and the standard printed exceptionscontained in the usual form of the Title Policy, provided, however:

(3)

(a) t h e exception as to area and boundaries shall be deleted except for "any shortagesin area" and if deleted, such deletion shall be an expense of Buyer;

(b) t h e exception as to restrictive covenants shall be endorsed "None of Record",except any restrictive covenants approved by Buyer or otherwise permittedherein.

(c) t h e exception as to taxes shall be limited to standby fees and taxes for the currentyear not yet due and payable and subsequent years, and subsequent assessmentsfor prior years due to changes in land usage or ownership;

Evidence of its capacity and authority for the Closing of this transaction;

(4) A l l other necessary documents to close this transaction.

B. A t the closing, Buyer shall perform the following:

(1) P a y Seller the cash portion of the Sales Price;

(2) F u r n i s h evidence of its authority for the closing of this transaction;

(3) Execute all other necessary documents to close this transaction;

6. F E A S I B I L I T Y STUDY AND INSPECTION: Buy er is granted the right to conduct an engineering,and/or market and economic feasibility study ("Feasibility Study") o f the Property, and a physicalinspection ("Inspection") of all improvements, and fixtures being sold hereby. Buyer shall have 90 daysfrom the effective date of this Contract to perform such study and inspection and in this regard, Buyer orits designated agents may enter upon the Property for purposes of such analysis, or other tests andinspections which may be deemed necessary by Buyer. I f Buyer determines, in its sole judgment, thatthe Property is not suitable for any reason for Buyer's intended use or purpose, or is not in satisfactorycondition, then Buyer may, on written notice to Seller, on or before 90 days from the effective date ofthis Contract, terminate this Contract, and it shall be null and void for all purposes except for the

2

indemnity previsions o f this paragraph 6 and the Earnest Money shall be returned to Buyer. I f thewritten notice is not given to Seller within such period, this condition and any and all objections withrespect to the Feasibility Study and Inspection shall be deemed to have been waived by Buyer for allpurposes. I n the event this Contract shall not close, through no fault of Seller, Buyer, at Buyer's soleexpense, shall restore the Property to its original condition, i f changed due to the tests and inspectionsperformed by Buyer, and shall provide Seller with a copy of the results of any tests and inspectionsmade by Buyer. T h e Feasibility Study and Inspection shall be at Buyer's expense. Buy er herebyindemnifies Seller and the Property against and agrees to defend and hold Seller and the Propertyharmless from all claims, demands, causes of action, and suits of any nature whatsoever, arising out ofthe inspection of the Property incident to this paragraph and this provision shall survive the Closing andthe termination of this Contract.

7. PO SSESSI O N : T he possession of the Property shall be delivered to Buyer at funding in its presentcondition, "as is", "where is", without warranty of any kind, expressed or implied (except for the limitedwarranty of title to be contained in the Special Warranty Deed to be delivered at Closing).

8. S P E C I A L PROVISION:

A. B u y e r may be required by the issuer to provide public notice of the transaction via signs on theproperty and newspaper ads prior to closing. Seller hereby acknowledges this provision andapproves this requirement.

B. R e s e r v e d

9. S A L E S EXPENSES TO BE PAID IN CASH AT OR PRIOR TO CLOSING:

A. S E L L E R ' S EXPENSES: A l l costs o f releasing existing loans and recording the releases;Owner's Title Policy premium; survey (to the extent set forth in paragraph 17 below); taxstatements, 1/2 o f any escrow fee; preparation o f Deed; and Seller's Attorney's fees; otherexpenses stipulated to be paid by Seller under other provisions of this Contract

B. B U Y E R ' S EXPENSES: A l l expenses incident to any loan (e.g., loan procurement fees,preparation of Note, Deed of Trust, and other loan documents, recording fees, Mortgagee's TitlePolicy at closing pre-payable interest and credit reports.) 1/2 o f any escrow fees; copies o frestrictions, easements, reservations or conditions affecting the Property; and expenses stipulatedto be paid by Buyer under other provisions of this Contract.

10. PR O R AT I O N S: The following items shall be adjusted or prorated between Seller and Buyer:

A. A d valorem taxes, standby fees and maintenance fees ( if any) for the Property for the currentcalendar year shall be prorated to the date of Closing. Seller's pro rata portion of such taxes shallbe based upon taxes actually assessed for the current calendar year. I f , for any reason, advalorem taxes for the current calendar year have not been assessed on the Property, suchproration shall be estimated based upon ad valorem taxes for the immediately preceding calendaryear, and adjusted between Seller and Buyer when the exact amounts are available,

B. A l l costs of utilities, including, without limitation, electricity, natural gas, and water furnished tothe subject Property prior to the date of Closing shall be borne and paid for by Seller, and allsuch costs that accrue after the date of Closing shall be borne and paid for by Buyer;

3

C. A l l other costs and expenses in connection with the transaction contemplated by this contractshall be borne by Seller and Buyer in the manner in which such costs and expenses arecustomarily allocated between the parties at Closing of e s t a t e similar to the Property in FortBend County, Texas;

11. T I T L E APPROVAL: Seller shall cause the Title Company to deliver to Buyer within ten (10) daysfrom the date of this Contract a Commitment for Title Insurance (the "Commitment") and, at Buyer'srequest, legible copies of all recorded instruments affecting the Property and recited as exceptions in theCommitment, and a lis t of all past owners of the Property during the fi fty years preceding the datehereof. I f Buyer has an objection to items disclosed in such commitment or survey provided for herein,Buyer shall have five (5) days after receipt of all such instruments to make written objections to Seller.I f Buyer makes such objections, Seller shall have ten (10) days from the date such objections aredisclosed to cure the same, but Seller shall not be required to cure any title objections. I f the objectionsare not satisfied within such ten (10) day time period, Buyer may as its sole choices (i) terminate thisContract by notifying Seller in writing within five (5) days after the expiration of Seller's ten (10) day"cure" period and the Earnest Ivloney shall be refunded to Buyer, and neither party shall have any furtherrights or obligations pursuant to this Contract (except Buyer's indemnity under paragraph 6), or ( ii)waive the unsatisfied objections and close the transaction.

12. D E F A U L T : Unless otherwise provided for herein, i f Buyer fails to comply herewith, Seller mayterminate this Contract and receive the Earnest Money as liquidated damages as Seller's sole and onlyremedy (except Buyer's indemnity under paragraph 6). Unless otherwise provided for herein, if Sellerfails to comply herewith, Buyer may as its sole remedy either (i) enforce specific performance hereof or(ii) terminate this Contract and receive the Earnest Money. Notwithstanding the above, accrued interest,if any, on the Earnest Money shall be paid to Buyer. Buyer shall not be able to seek or obtain damagesof any kind.

13. AT T O R N EY' S FEES: A n y signatory to this Contract who is the prevailing party in any legalproceeding against any other signatory brought under or with relation to the Contract or transaction shallbe additionally entitled to recover court costs and reasonable attomey's fees from the non-prevailingparty.

14. E S C R O W : The Earnest Money is deposited with Escrow Agent with the understanding that EscrowAgent (i) is not a party to this Contract and does not assume or have any liability for perfounance ornon-performance of any party and (ii) has the right to require form all signatories a written release ofliability o f the Escrow Agent, termination of the Contract and authorization to disburse the EarnestMoney. A t Closing the Earnest Money and accrued interest shall be applied to the Sales Price. An yrefund or payment of the Earnest Money under this Contract shall be reduced by the amount of anyactual expenses incurred on behalf of the party receiving the Earnest Money, and the Escrow Agent willpay the same to the creditors entitled thereto.

15. REPRESENTATIONS AND WARRANTIES OF SELLER: Seller hereby represents and warrants toBuyer as follows, which representations and warranties shall be deemed made by Seller to Buyer as ofthe date of this Contract and also as of the Closing Date.

To the best of Seller's actual current knowledge without investigation:

A. T h e r e are no parties in possession of any portion of the Property as lessees, tenants atsufferance, or trespassers other than the save and except area described in Exhibit "A";and

4

B. T h e r e is no pending condemnation or similar proceeding or assessment affecting theProperty or any part thereof, nor to the best knowledge and belief of Seller is any suchproceeding or any assessment contemplated by any governmental authority; and

C. S e l l e r is the fee owner of the title to the Property and is duly authorized and empoweredto sell the Property; and

D. S e l l e r has paid, through the year 2011, all taxes, charges, debts, and other assessmentsdue by the Seller with respect to the Property; and

E. R e s e r v e d

F. R e s e r v e d

G. T h e r e are no unrecorded liens or Uniform Commercial Code liens against any o f theProperty which will not be satisfied out of the Sales Price; and

H. S e l l e r knows of no existing condition with respect to the Property or its operation whichviolates any government code or regulation; and

The Property is not now being used nor during Seller's period of ownership has it beenused for the handling, storage, transportation or disposal of hazardous or toxic materials.Seller has not received notice, written or otherwise, from any governmental or quasi-governmental agency requiring Seller to correct any condition with respect to theProperty or any part thereof, by reason of a violation of any governmental requirement orotherwise which has not been corrected; and

J. N o fact or condition exists which would result in the termination of the current accessfrom the Property to any presently existing highways and/or roads adjoining or situatedon the Property, or any existing sewer or other utility facilities servicing, adjoining, orsituated on the Property; and

K. T h e r e are no special or other assessments for public improvements due with respect to theProperty and Seller does not know of any pending or threatened special assessmentsaffecting the Subject Property or any contemplated improvements affecting the Propertywhich may result in special assessments affecting the Property; and

L. S e l l e r shall not further encumber, or allow the encumbrance of, the title to the Property,or modify the terms or conditions o f any existing encumbrances, i f any, without thewritten consent of Buyer; and

M. S e l l e r has no knowledge that the Property is subject to any surface or sub-surface groundfaults."The accuracy o f these representations and warranties (without regard to Seller'sknowledge) constitute a condition precedent to Buyer's obligation to close entitlingBuyer to terminate this Contract prior to closing and to receive a refund of any EarnestMoney as provided in the prior sentence if any representation or warranty is discovered tobe inaccurate whether or not known to Seller. Further, and for the avoidance of anydoubt, these representations and warranties shall be deemed to be unconditionally waived

by Buyer and to have terminated as i f they had never been made i f this transactioncloses."

16. U S E OF PROPERTY: Seller has not claimed the benefit of laws permitting a special use valuation forthe purposes of payment of ad valorem taxes on the Property, and i f so, Seller represents that it waslegally entitled to claim such benefits. I f Seller claimed such benefit and after the purchase is closed,Buyer changes the use of the Property and the same results in the assessment of additional taxes, suchadditional taxes will be the obligation of the Buyer. The representation herein shall survive closing.

17. P R O P E R T Y SURVEY: Within 20 days from effective date hereof, Buyer, at his sole option, cost andexpense, shall cause to be delivered to Seller & Buyer the plat or survey of the Property, prepared by asurveyor acceptable to the parties and the Title Company closing this transaction. Seller will deliver toBuyer any existing Survey that may be in his possession. The survey shall certify to Seller, Buyer andTitle company that: ( i) the survey was made and staked on the ground; (ii) the plat shows the location ofall improvements, recorded easements and rights-of-way, highways, streets, and roads on or adjacent tothe Property, if any; ( iii) there are no visible discrepancies, conflicts, or encroachments except as shownon the survey plat; (iv) the Property does not lie in the 100 year flood plain as established by the U.S.Army Corps of Engineers or any other governmental body; and (v) the survey plat is a true, correct, andaccurate representation of the Property; and (vi) the survey sets forth the number of total square feetacres (whichever is applicable) comprising the Property, together with a metes and bounds descriptionthereof A l l easements and rights-of-way shall be referenced to the recording information applicable tothe documents creating such easements or rights-of-way which have been recorded with the CountyClerk of the County in which the Property is located. The survey shall locate and mark all corners andangles o f the Property's perimeter on the ground with permanent buried iron surveyor's stakes. AtClosing, Buyer will receive a credit toward the Sales Price for the cost of the survey, not to exceed$1,000.00.

18. C O N D EMN AT IO N : I f prior to the Closing Date condemnation proceedings are commenced againstany portion of the Property, Buyer may, at its option, terminate this agreement by written notice to Sellerwithin 5 days after Buyer is advised of the commencement o f condemnation proceedings and theEarnest Money shall be refunded to Buyer, or Buyer shall have the right to appear and defend in suchcondemnation proceedings, and any award in condemnation shall, at the Buyers election, become theproperty of Seller and reduce the purchase price by the same amount or shall become the property ofBuyer and the Sales Price shall not be reduced.

19. MISCELLANEO US:

A. A n y notice required or permitted to be delivered hereunder shall be deemed received whenpersonally delivered or sent by United States mail, postage prepaid, certified mail, return receiptrequested, addressed to Seller or Purchaser, as the case may be, at the address set forth below thesignature of each party hereto.

B. T h i s Contract shall be construed under and in accordance with the laws of the State of Texas, andall obligations of the parties created hereunder are performable in Harris County, Texas.

C. T h i s Contract shall be binding upon and inure to the benefit of the parties hereto and theirrespective heirs, executors, administrators, legal representatives, successors and assigns.

D. I n case any one or more of the provisions contained in this Contract shall for any reason be heldto be invalid, illegal, and unenforceable i n any respect, such invalidity , illegality , o r

6

unenforceability shall not affect any other provision hereof, and this Contract shall be construedas if such invalid, illegal, or unenforceable provision had never been contained herein.

E. T h i s Contract constitutes the sole and only agreement of the parties hereto and supersedes anyprior understandings or written or oral agreements between the parties respecting the withinsubject matter and cannot be changed except by their written consent.

F. T i m e is of the essence of this Contract.

G. W o r d s of any gender used in this Contract shall be held and construed to include any othergender, and words in the singular number shall be held to include the plural, and vice versa,unless the context requires otherwise.

H. I n accordance with the requirements o f the Texas Real Estate License Act, Buyer is herebyadvised by Broker: (1) that Buyer should be furnished with or obtain a policy of title insurance orhave the abstract covering the Property examined by an attorney of its own selection, and (2) thatunless otherwise agreed to in writing by the parties hereto, Broker is being paid by Seller and isrepresenting Seller in this transaction.

20. B R O K E R ' S FEE: Carr ie Ford, under the brokerage of John Stephen Ford have negotiated this sale andSeller agrees to pay Brokers in Harris County, Texas, on consummation of this sale a total cash fee of1.0% of the total sales price. Each of the parties represents to the other that it has not incurred anyliability for brokerage fees or commissions in connection with this transaction other than the liability ofBuyer as set forth above. Each party indemnifies and agrees to hold the other party harmless from anyand all claims and/or expense resulting to the other party by reason of a breach of the representationmade by such party herein.

21. ASSI G N MEN T : Buyer may assign this Contract and all rights hereunder and shall be relieved of anyfuture obligation under this Contract provided that the assignee shall assume in writing a ll theobligations of Buyer hereunder. Buyer will be assigning the Contract to a Limited Partnership createdfor the specific purpose of owning a Section 42 (tax credit) property or a property financed by PrivateActivity Bonds.

22. C O N S U L T YOUR ATTORNEY: T h i s is intended to be a legally binding contract. R E A D ITCAREFULLY. N O REPRESENTATION OR RECOMMENDATION IS MADE BY BROKER ORITS AGENTS OR EMPLOYEES AS TO THE LEGAL SUFFICIENCY, LEGAL EFFECT, OR TAXCONSEQUENCES OF THIS DOCUMENT OR THE TRANSACTION RELATING THERETO.THESE ARE QUESTIONS FOR YOUR ATTORNEY. CONSULT YOUR ATTORNEY BEFORESIGNING. The Broker cannot give you legal advice - only factual and business details concerning landand improvements.

23. T ER M I N AT I O N OF OFFER: Unless accepted by Buyer, as evidenced by Buyer's signature hereto anddelivered to Seller by 5:00 P.M., the 30th d a y o f N o v e m b e r , 2 0 1 2 , t h i s o f f e r t o p u r c h as e s h al l be n ul l

and void and all parties hereto shall stand relieved and released of any and all liability or obligationshereunder and all Earnest Money shall be returned to Buyer.

EXECUTED in multiple originals this the 29th d a y of November 2012. (F ill in date last party signs.)

7

Seller:

Buyer:

Broker:

Escrow Agent:

John S. Beeson, Trustee550 Waugh Dr.

Houston, Texas 77019

By:

/ ,Jo h: /n S tephen Ford, Jr. Ford, Trustee

1500 North Post Oak Road, Suite 190Houston, Texas 77055

By:

Carrie Ford5615 Blossom StreetHouston, Texas 77007License No.

By:Carrie Ford

Receipt of$ 5,000.00 Earnest Money is acknowledged in the form of

LandAmerica Charter Title Company717 Texas Avenue, S u i t e-1 7-0 0

Houston, Texas 77002

By:Garry Carr

9

Office: (713) 334-5514Mobile: (713) 906-6433

Fax: (713) 334-5614E-Mall: j o h n ( i-a r e s o l u t i on i n c n e t

Cell: (713) 824-1612Fax: (713) 334-5614

E-Mail: [email protected]

(713) 222-6060Fax (713) 222-7213

051

Seller:

Buyer:

Broker:

Escrow Agent:

John S,Beeson, Trustee550 WaughHouston, Texas- 7 7 0 1 9

By:

fob Stephen Ford, Jr. Ford, Trustee1500 North Post Oak Road, Suite 190Houston, Texas 77055

By:

By:-

John repren Ford T r u s t e e

Carrie Ford5415 Blossom StreetHouston, Te as 77007License No-. Carrie Ford

Receipt of 5,000.00 Earnest Money is acknowledged in the form of

Te-00 ,& caci,

• LandAmerica Charter Title Company7_17 Texas Avenue, Suite 1700Ruston, Texas 77002

Uar

9

Office: (713) 334-5514Mobile: (713) 906-6433• Fax: (713) 3 3-4 - 5 6 1 4

E-Mail: loharesolutionine.net

Cell: (713) 824-1612Fax: (713) 334-5614

E-Mail: carrie@encoreresidentiahnet

(713) 222-6060Fax (713) 222-7213

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TDHCA # 13143

Tab 10 (Continued)

Title Commitment

COMMITMENT FOR TITLE INSURANCE

Issued by Fidelity National Title Insurance Company

THE FOLLOWING COMMITMENT FOR TITLE INSURANCE IS NOT VALID UNLESS YOUR NAME ANDTHE POLICY AMOUNT ARE SHOWN IN SCHEDULE A, AND OUR AUTHORIZED REPRESENTATIVEHAS COUNTERSIGNED BELOW.

We (FIDELITY NATIONAL TITLE INSURANCE COMPANY) will issue our title insurance policy or policies(the Policy) to You (the proposed insured) upon payment of the premium and other charges due, andcompliance with the requirements in Schedule B and Schedule C. Our Policy will be in the form approvedby the Texas Department of Insurance at the date of issuance, and will insure your interest in the landdescribed in Schedule A. The estimated premium for our Policy and applicable endorsements is shown onSchedule D. There may be additional charges such as recording fees, and expedited delivery expenses.

This Commitment ends ninety (90) days from the effective date, unless the Policy is issued sooner, orfailure to issue the Policy is our fault. Our liability and obligations to you are under the express terms ofthis Commitment and end when this Commitment expires.

Charter Title Company777 Walker, Suite 2550Houston, TX 77002713-222-6060, —

Aut on er or gen

If you have actual knowledge of any matter which may affect the title or mortgage covered by thisCommitment, that is not shown in Schedule B, you must notify us in writing. I f you do not notify usin writing, our liability to you is ended or reduced to the extent that your failure to notify us affectsour liability. I f you do notify us, or we learn of such matter, we may amend Schedule B, but we willnot be relieved of liability already incurred.

2. O u r liability is only to you, and others who are included in the definition of Insured in the Policy tobe issued. Our liability is only for actual loss incurred in your reliance on this Commitment tocomply with its requirements, or to acquire the interest in the land. Our liability is limited to theamount shown in Schedule A of this Commitment and will be subject to the following terms of thePolicy: Insuring Provisions, Conditions and Stipulations, and Exclusions.

Fidelity National Title Insurance CompanyCommitment For Title Insurance - T-7Form 1177-15A (Rev. 11/01/09

Fidelity National Title Insurance CompanyAttention: Claims DepartmentP.O. Box 45023Jacksonville, FL 32232-5023

CONDITIONS AND STIPULATIONS

FIDELITY NATIONAL TITLE INSURANCE COMPANY

By:

Attest

President

Secretary

Valid only if Schedules A, B and C are attached


Effective Date: January 8, 2013Commitment No.: Not Applicable issued: January 16, 2013(if applicable)1. T h e policy or policies to be issued are:

(a) O W N E R ' S POLICY OF TITLE INSURANCE (Form T-1)(Not applicable for improved one-to-four family residential real estate)Policy Amount: $ 1 , 7 5 0 , 0 0 0 . 0 0PROPOSED INSURED: T h e Hamilton Apartments, L.P.

(b) T E X A S RESIDENTIAL OWNER'S POLICY OF TITLE INSURANCE -ONE-TO-FOUR FAMILY RESIDENCES (Form T-1R)Policy Amount:PROPOSED INSURED:

(c) L O A N POLICY OF TITLE INSURANCE (Form 1-2)Policy Amount:PROPOSED INSURED:Proposed Borrower:

(d) T E X A S SHORT FORM RESIDENTIAL LOAN POLICY OF TITLE INSURANCE (Form T-2R)Policy Amount:PROPOSED INSURED:Proposed Borrower:

(e) L O A N TITLE POLICY BINDER ON INTERIM CONSTRUCTION LOAN (Form T-13)Binder Amount:PROPOSED INSURED:Proposed Borrower:

(f) O T H E RPolicy Amount:PROPOSED INSURED:

2. T h e interest in the land covered by this Commitment is:Fee Simple

3. R e c o r d title to the land on the Effective Date appears to be vested in:

JOHN S. BEEsoN, TRUSTEE

4. L e g a l description of land:

All of Hamilton Reserve, a subdivision according to the map or plat recorded under FilmCode No. 649295, Map Records of Harris County, Texas.

Fidelity National Title Insurance CompanyForm T-7: Commitment for Title InsuranceForm 1177-15A (Rev. 02/01/2010)

SCHEDULE A

GF. No. 1033004055

Schedule A, Page 1

Order No.: 1033004055


SCHEDULES

EXCEPTIONS FROM COVERAGE

In addition to the Exclusions and Conditions and Stipulations, your Policy will not cover loss, costs,attorneys' fees, and expenses resulting from:

1. T h e following restrictive covenants of record itemized below (We must either insert specificrecording data or delete this exception):

Restrictive Covenants recorded In/under Clerk's File No. Z545012 of the Real PropertyRecords of Harris County, Texas and under Film Code No. 649295, Map Records of HarrisCounty, Texas, but omitting any covenant or restriction based on race, color, religion, sex,handicap, familial status, or national origin.

2. A n y discrepancies, conflicts, or shortages in area or boundary lines, or any encroachments orprotrusions, or any overlapping of improvements.

3. H o m e s t e a d or community property or survivorship rights, if any, of any spouse of any insured.(Applies to the Owner's Policy only).

4. A n y titles or rights asserted by anyone, including, but not limited to, persons, the public,corporations, governments or other entities, - •

a. t o tidelands, or lands comprising the shores or beds of navigable or perennial rivers andstreams, lakes, bays, gulfs or oceans, or

b. t o lands beyond the line of harbor or bulkhead lines as established or changed by anygovernment, or

c. t o filled-in lands, or artificial islands, or

d. t o statutory water rights, including riparian rights, ore. t o the area extending from the line of mean low tide to the line of vegetation, or the rights

of access to that area or easement along and across that area.

(Applies to the Owner's Policy only.)

5. S t a n d b y fees, taxes and assessments by any taxing authority for the year 2013, and subsequentyears; and subsequent taxes and assessments by any taxing authority for prior years due tochange in land usage or ownership, but not those taxes or assessments for prior years becauseof an exemption granted to a previous owner of the property under Section 11.13, Texas TaxCode, or because of improvements not assessed for a previous tax year. (If Texas Short FormResidential Loan Policy (I-2R) Is issued, that policy will substitute "which become due andpayable subsequent to Date of Policy" in lieu of "for the year 2013, and subsequent years.")

6_ T h e terms and conditions of the documents creating your interest in the land.

7. M a t e r i a l s furnished or labor performed in connection with planned construction before signing anddelivering the lien document described in Schedule A, if the land is part of the homestead of theowner. (Applies to the Loan Title Policy Binder on Interim Construction Loan only, and may bedeleted if satisfactory evidence is furnished to us before a binder is issued.)

8. L i e n s and leases that affect the title to the land, but that are subordinate to the lien of the insuredmortgage. (Applies to Loan Policy (T-2) only.)

9, T h e Exceptions from Coverage and Express Insurance in Schedule B of the Texas Short FormFidelity National Title Insurance Company S c h e d u l e B• P a g e 2Form T-7: Commitment for Title InsuranceForm 1177-15A (Rev. 02M1/2010)

Continuation of Schedule B O r d e r No. 1033004055

Residential Loan Policy (T-2R). (Applies to Texas Short Form Residential Loan Policy (T-2R)only. Separate exceptions 1 through 8 of this Schedule B do not apply to the Texas Short FormResidential Loan Policy (T-2R).

10. T h e following matters and all terms of the documents creating or offering evidence of the matters(We must insert matters or delete this exception.):

a. R i g h t s of parties in poqQemQinn (Owner Title Policy only)

b. T h e herein described property abuts a non-access or a limited access road, highway orfreeway. This Company does not insure the right of ingress and egress to and from saidroad, highway or freeway, and assumes no liability in connection therewith.

c. R i g h t s of tenants in possession under unrecorded leases or rental agreements.

d. D r a i n a g e easement 15 f oot wide nn each side of the center lino as sot forth in Plat mem-findunder Fi lm C oda N o. 649295, M ap R ecor ds o f Har r is C ounty , T exas .

Fidelity National Title Insurance CompanyForm 1-7: Commitment for Title InsuranceForm 1177-15A (Rev. 02101/2010)

Schedule B, Page 3


SCHEDULE C

Order No.: 1033004055

Your Policy will not cover loss, costs, attorneys' fees, and expenses resulting from the followingrequirements that will appear as Exceptions in Schedule B of the Policy, unless you dispose of thesematters to our satisfaction, before the date the Policy is issued:

1. D o c u me n t s creating your title or interest must be approved by us and must be signed, notarizedand filed for record.

2. S a t is f a c t o ry evidence must be provided that:

a. n o person occupying the land claims any interest in that land against the persons named inparagraph 3 of Schedule A,

b. a l l standby fees, taxes, assessments and charges against the property have been paid,

c. a l l improvements or repairs to the property are completed and accepted by the owner, andthat all contractors, subcontractors, laborers and suppliers have been fully paid, and that nomechanic's, laborer's or materialmen's liens have attached to the property,

d. t h e r e is legal right of access to and from the land,

e. ( o n a Loan Policy only) restrictions have not been and will not be violated that affect thevalidity and priority of the insured mortgage.

3. Y o u must pay the seller or borrower the agreed amount for your property or interest.

4. A n y defect, lien or other matter that may affect title to the land or interest insured, that arises or isfiled after the effective date of this Commitment.

5. V e n d o r ' s Lien retained in Deed, executed by CHRISTUS HEALTH GULF COAST to JOHN S.BEESON, TRUSTEE, dated December 5, 2007, filed December 7, 2007, recorded in/underClerk's File No. 20070720095 of the Real Property Records of HARRIS County, Texas,securing INTERNATIONAL BANK OF COMMERCE in the payment of one note in theprincipal sum of One Million Four Hundred Thousand and 00/100 ($1,400,000.00), due andpayable and bearing interest as therein provided; said Note being additionally secured byDeed of Trust to JAY ROGERS, Trustee, recorded in/under Clerk's File No. 20070720097 ofthe Real Property Records of HARRIS County, Texas; and all the terms, conditions andstipulations contained therein, including, but not limited to, any additional indebtedness, ifany, secured by said instrument. Additionally secured by Assignment of Contracts recordedin/under Cicriee File No. 20079720099 of the Real Property Records of HARRIS County,Texas. Additionally secured by Financing Statement recorded in/under Clerk% File No.20070720101 of the Real Property Records of HARRIS County, Texas. Said Note and Deed ofTrust being modified by Modification Agreement dated December 16, 2011, recordedin/under Clerk's File No. 20120002809 of the Real Property Records of HARRIS County,Texas.

6. A c c o r d i n g to City of Houston Ordinance No. 99-1312, set forth below, seller is obligated toprovide notice of restrictive covenants to purchaser, which notice is to be filed for record ifthe Land is found to be located within the boundaries of the City of Houston. A seller whofails to provide such notice may be subject to a fine levied by the City of Houston.

Recording No.: Clerk's File No. M337573

7. S u b j e c t property appears to be in Houston Downtown Management District. Companyrequires that all assessments be paid current to the date of closing.

Fidelity National Title Insurance Company S c h e d u l e C, Page 4Form T-7: Commitment for Title InsuranceForm 1177-15A (Rev. 02/01/2010)

Fidelity National Title Insurance CompanyForm T-7: Commitment for Title InsuranceForm 1177-15A (Rev. 02/0112010)

Order No. 1033004055

Section 49.452 of the Texas Water Code requires notice of the municipal utilitydistrict from Seller to Buyer by a separate written document in the prescribedstatutory form, executed and acknowledged by Seller and filed for record in theReal Property Records.

Schedule C, Page 5

C.F. No. or File No. 1033004055 E f f e c t i v e Date: January 8, 2013Pursuant to the requirements of Rule P-21, Basic Manual of Rules, Rates and Forms for the writing of Title Insurance in the State ofTexas, the following disclosures are made:

1. T h e following individuals are directors and/or officers, as indicated, of the Title Insurance Company issuing this CommitmentThe following individuals are Directors and/or Officers of Fidelity National Title Insurance Company:

Officers D i r e c t o r sPresident R a y m o n d Randall Quirk G e o r g e P. ScanlonExecutive Vice President A n t h o n y John Park R a y m o n d Randall QuirkSecretary M i c h a e l Louis Gmvelle A n t h o n y John ParkTreasurer D a n i e l K. Murphy

Fidelity National Financial, Inc. owns 100% of FINITG Holdings, Inc., which owns 100% of Fidelity National Title Group, Inc. whichowns 100% of Fidelity National Title Insurance Company.

2. T h e following disclosures are made by the Title Insurance Agent issuing this Commitment: LandAmerica Charter TitleCompany d/b/a Charter Title Companya. The names of each shareholder, owner, partner or other person having, owning or controlling one percent (I%) or more of theTitle Insurance Agent that will receive a portion of the premium are as follows: Fidelity National Title Insurance Company owns100% of LandAmerica Charter Title Company d/b/a Charter Title Company.

b. Each shareholder, owner, partner or other person having, owning or controlling ten percent (10%) or more of an entity that has,owns or controls one percent (1 %) or more of the Title Insurance Agent that will receive a portion of the premium are as follows:Fidelity National Title Insurance Company owns 100% of LandAmerica Charter Title Company d/b/a Charter Title Company.

c. T he following persons are officers and directors of the Title Insurance Agent: LandAmerica Charter Title Company d/b/aCharter Title CompanyDirectors: A n t h o n y John Park

Raymond Randall QuirkOfficers: J a m e s A. Johnson, President

Raymond Randall Quirk, Chairman of the Board and Chief Executive OfficerAnthony John Park, Executive Vice President and Chief Financial OfficerMichael Louis Gravelle, Executive Vice President, Legal and Corporate SecretaryDaniel K. Murphy: Senior Vice President and TreasurerRichard Lynn Cox, Senior Vice President and Tax Officer

3. Y o u are entitled to receive advance disclosure of settlement charges in connection with the proposed transaction to which thiscommitment relates. Upon your request, such disclosure will be made to you. Additionally, the name of any person, firm orcorporation receiving a portion of the premium from the settlement of this transaction will be disclosed on the closing orsettlement statement.

You are further advised that the estimated title premium* i s : Owner's Policy

Loan PolicyEndorsementsOtherTotal $ 0 . 0 0

Of this total amount: 15% will be paid to the policy issuing Title Insurance Company: 85% will be retained by the issuingTitle Insurance Agent; and the remainder of the estimated premium will be paid to other parties as follows:

Amount

The estimated premium is based upon information furnished to us as of the date of this Commitment for Title Insurance. Finaldetermination of the amount of the premium will be made at closing in accordance with the Rules and Regulations adopted by theCommissioner of Insurance.

Fidelity National Title Insurance CompanyForm T-7: Commitment for Title InsuranceForm 1177-15A


SCHEDULED

To Whom F o r Services

Order No, 1033004055

Page 6

TEXAS TITLE INSURANCE INFORMATION

Title insurance insures you against loss resulting fromcertain risks to your title.

The Commitment for Title Insurance is the title Insurancecompany's promise to issue the title insurance policy. TheCommitment is a legal document. You should review itcarefully to completely understand it before your closingdate.

El seguro de titulo le asegura en relacion aperdidas resultantes de clertos riesgos quapueden afectar el Mule de su propiedad.

El Compromise pare Seguro de TRW° es lapromesa de la compania aseguradora detitulos de emitir la poliza de seguro de titule.El Compromise es uri document° legal.Usted debe leerio cuidadosamente yentendario completamente antes de la fechapara finalizar su transaccion.

Your Commitment for Title Insurance is a legal contract between you and us. The Commitment is not anopinion or report of your title. I t is a contract to issue you a policy subject to the Commitment's terms andrequirements.

Before issuing a Commitment for Title Insurance (the Commitment) or a Title Insurance Policy (the Policy),the Title Insurance Company (the Company) determines whether the title is insurable. This determinationhas already been made. Part of that determination involves the Company's decision to insure the titleexcept for certain risks that will not be covered by the Policy. Some of these risks are listed in Schedule Bof the attached Commitment as Exceptions. Other risks are stated in the Policy as Exclusions. These riskswill not be covered by the Policy. The policy is not an abstract of title nor does a Company have anobligation to determine the ownership of any mineral interest.

- MINERALS AND MINERAL RIGHTS may not be covered by the Policy. The company may beunwilling to insure title unless there is an exclusion or an exception as to Minerals and MineralRights in the Policy. Optional endorsements insuring certain risks involving minerals, and the useof improvements (excluding lawns, shrubbery and trees) and permanent buildings may be availablefor purchase. I f the title insurer issues the title policy with an exclusion or exception to the mineralsand mineral rights, neither this Policy, nor the optional endorsements, ensure that the purchaserhas title to the mineral rights related to the surface estate.

Another part of the determination involves whether the promise to insure is conditioned upon certainrequirements being met. Schedule C of the Commitment lists these requirements that must be satisfied orthe Company will refuse to cover them. You may want to discuss any matters shown on Schedules B andC of the Commitment with an attorney. These matters will affect your title and your use of the land.

When your Policy is issued, the coverage will be limited by the Policy's Exceptions, Exclusions andConditions, defined below.

- EXCEPTIONS are title risks that a Policy generally covers but does not cover in a particularinstance. Exceptions are shown on Schedule B or discussed in Schedule C of the Commitment.They can also be added if you do not comply with the Conditions section of the Commitment.When the Policy is issued, all Exceptions will be on Schedule B of the Policy.

- EXCLUSIONS are title risks that a Policy generally does not cover. Exclusions are contained inthe Policy but not shown or discussed in the Commitment.

- CONDITIONS are additional provisions that qualify or limit your coverage. Conditions includeyour responsibilities and those of the Company. They are contained in the Policy but not shown ordiscussed in the Commitment. The Policy Conditions are not the same as the CommitmentConditions.

Order No. 1033004055

You can get a copy of the policy form approved by the Texas Department of Insurance by calling the TitleInsurance Company at 1-800-442-4303 or by calling the title insurance agent that issued the Commitment.The State Board of Insurance may revise the policy form from time to time.

You can also get a brochure that explains the Policy from the Texas Department of Insurance by calling 1-800-252-3439.

Before the Policy is issued, you may request changes in the Policy. Some of the changes to consider are:

- Request amendment of the "area and boundary" exception (Schedule B, paragraph 2). To getthis amendment, you must furnish a survey or comply with other requirements of the Company. Onthe Owner's Policy, you must pay an additional premium for the amendment. I f the survey isacceptable to the Company and if the Company's other requirements are met, your Policy willinsure you against loss because of discrepancies or conflicts in boundary lines, encroachments orprotrusions, or overlapping of improvements. The Company may then decide not to insure againstspecific boundary or survey problems by making special exceptions in the Policy. Whether or notyou request amendment of the "area and boundary" exception, you should determine whether youwant to purchase and review a survey if a survey is not being provided to you.

- Allow the Company to add an exception to "rights of parties in possession." If you refuse thisexception, the Company or the title insurance agent may inspect the property. The Company mayexcept to and not insure you against the rights of specific persons, such as renters, adverseowners or easement holders who occupy the land. The Company may charge you for theinspection. I f you want to make your own inspection, you must sign a Waiver of Inspection formand allow the Company to add this exception to your Policy.

The entire premium for a Policy must be paid when the Policy is issued. You will not owe any additionalpremiums unless you want to increase your coverage at a later date and the Company agrees to add anIncreased Value Endorsement.


Page 8

DELETION OF ARBITRATION PROVISION(Not Applicable to the Texas Residential Owner's Policy)

ARBITRATION is a common form of alternative dispute resolution. It can be a quicker and cheapermeans to settle a dispute with your Title Insurance Company. However, if you agree to arbitrate,you give up your right to take the Title Company to court and your rights to discovery of evidencemay be limited in the arbitration process. In addition, you cannot usually appeal an arbitrator'saward.

Your policy contains an arbitration provision (shown below). It allows you or the Company torequire arbitration if the amount of insurance is $2,000,000 or less. I f you want to retain your rightto sue the Company in case of a dispute over a claim, you must request deletion of the arbitrationprovision before the policy is issued. You can do this by signing this form and returning it to theCompany at or before the Closing of your real estate transaction or by writing to the Company.

The Arbitration provision in the Policy is as follows:

Order No. 1033004055

"Either the Company or the Insured may demand that the claim or controversy shall be submitted toarbitration pursuant to the Title Insurance Arbitration Rules of the American Land Title Association("Rules"). Except as provided in the Rules, there shall be no joinder or consolidation with claims orcontroversies of other persons. Arbitrable matters may include, but are not limited to, any controversy orclaim between the Company and the Insured arising out of or relating to this policy, any service inconnection with its issuance or the breach of a policy provision, or to any other controversy or claim arisingout of the transaction giving rise to this policy. All arbitrable matters when the Amount of Insurance is$2,000,000 or less shall be arbitrated at the option of either the Company or the Insured, unless the Insuredis an individual person (as distinguished from an Entity). All arbitrable matters when the Amount ofInsurance is in excess of $2,000,000 shall be arbitrated only when agreed to by both the Company and theInsured. Arbitration pursuant to this policy and under the Rules shall be binding upon the parties. Judgmentupon the award rendered by the Arbitrator(s) may be entered in any court of competent jurisdiction."

I request deletion of the Arbitration provision.

Signature D a t e


Page 9

Fidelity National Financial, Inc.Privacy Statement

Fidelity National Financial, Inc. and its subsidiaries ("FNF") respect the privacy and security of your non-public personal information ("Personal Information") and protecting your Personal Information is one of ourtop priorities. This Privacy Statement explains FNF's privacy practices, including how we use the PersonalInformation we receive from you and from other specified sources, and to whom it may he disclosed. FNFfollows the privacy practices described in this Privacy Statement and, depending on the businessperformed, FNF companies may share information as described herein.

Personal Information CollectedWe may collect Personal Information about you from the following sources:

Information we receive from you on applications or other forms, such as your name, address, socialsecurity number, tax identification number, asset information, and income information;

Information we receive from you through our Internet websites, such as your name, address, emailaddress, Internet Protocol address, the website links you used to get to our websites, and your activitywhile using or reviewing our websites;

Information about your transactions with or services performed by us, our affiliates, or others, such asinformation concerning your policy, premiums, payment history, information about your home or otherreal property, information from lenders and other third parties involved in such transaction, accountbalances, and credit card information; and

Information we receive from consumer or other reporting agencies and publicly recorded documents.

Disclosure of Personal InformationWe may provide your Personal Information (excluding information we receive from consumer or other creditreporting agencies) to various individuals and companies, as permitted by law, without obtaining your priorauthorization. Such laws do not allow consumers to restrict these disclosures. Disclosures may include,without limitation, the following:

To insurance agents, brokers, representatives, support organizations, or others to provide you withservices you have requested, and to enable us to detect or prevent criminal activity, fraud, materialmisrepresentation, or nondisclosure in connection with an insurance transaction;

To third-party contractors or service providers for the purpose of determining your eligibility for aninsurance benefit or payment and/or providing you with services you have requested;

To an insurance regulatory authority, or a law enforcement or other governmental authority, in a civilaction, in connection with a subpoena or a governmental investigation;

To companies that perform marketing services on our behalf or to other financial institutions with whichwe have joint marketing agreements and/or

To lenders, lien holders, judgment creditors, or other parties claiming an encumbrance or an interest intitle whose claim or interest must be determined, settled, paid or released prior to a title or escrowclosing.

We may also disclose your Personal Information to others when we believe, in good faith, that suchdisclosure is reasonably necessary to comply with the law or to protect the safety of our customers,employees, or property and/or to comply with a judicial proceeding, court order or legal process.

Disclosure to Affiliated Companies — We are permitted by law to share your name, address and factsabout your transaction with other FNF companies, such as insurance companies, agents, and other realestate service providers to provide you with services you have requested, for marketing or product

Privacy Policy Notice 0 5 / 0 1 / 0 8

Order No. 1033004055

development research, or to market products or services to you. We do not, however, disclose informationwe collect from consumer or credit reporting agencies with our affiliates or others without your consent, inconformity with applicable law, unless such disclosure is otherwise permitted by law.

Disclosure to Nonaffiliated Third Parties — We do not disclose Personal Information about our customersor former customers to nonaffiliated third parties, except as outlined herein or as otherwise permitted bylaw.

Confidentiality and Security of Personal informationWe restrict access to Personal Information about you to those employees who need to know thatinformation to provide products o r services to you. We maintain physical, electronic, and proceduralsafeguards that comply with federal regulations to guard Personal Information.

Access to Personal Information!Requests for Correction, Amendment, or Deletion of Personal InformationAs required by applicable law, we will afford you the right to access your Personal Information, undercertain circumstances to find out to whom your Personal Information has been disclosed, and requestcorrection or deletion of your Personal Information. However, FNF's current policy is to maintain customers'Personal Information for no less than your state's required record retention requirements for the purpose ofhandling future coverage claims.

For your protection, all requests made under this section must be in writing and must include your notarizedsignature to establish your identity. Where permitted by law, we may charge a reasonable fee to cover thecosts incurred in responding to such requests. Please send requests to:

Chief Privacy OfficerFidelity National Financial, Inc.

601 Riverside AvenueJacksonville, FL 32204

Changes to this Privacy StatementThis Privacy Statement may be amended from time to time consistent with applicable privacy laws.When we amend this Privacy Statement, we will post a notice of such changes on our website. Theeffective date of this Privacy Statement, as stated above, indicates the last time this PrivacyStatement was revised or materially changed.

Privacy Policy Notice 0 5 / 0 1 / 0 8

THE LANGUAGE SET FORTH BELOW MUST BE INCORPORATED INTO A COVER LETTER AND SUCH COVER LETTER MUST BEATTACHED TO A LL 'TITLE INSURANCE COMMITMENTS. EXCEPTION: I F THE RECIPIENT IS A N OUT-OF-COUNTY TITLECOMPANY, USE THE OUT-OF-COUNTY TITLE COMPANY COVER LEI I ER

Required Language for a Title Insurance Commitment Cover Letter

The attached title insurance commitment contains information which has been obtained orderived from records and information owned by Title Data, Inc. or one o f its subsidiaries(collectively "Title Data"). T it le Data owns and maintains land title plants for Harris, Brazoria,Chambers, Fort Bend, Galveston, Liberty, Montgomery and Waller counties, Texas. T it le Datacreated its title plants through the investment of extensive time, labor, sk ill and money. T heinformation contained in the title plants is protected by federal copyright law and Texascommon law on trade secrets and contract.

Title Data has granted our company a license to use one or more o f its title plants. O u rcompany's right to access and use Title Data's title plants is governed by our contract with TitleData. O u r contract with Title Data restricts who can receive and/or use a title insurancecommitment which is based, in whole or in part, upon Title Data's records and information.

Under the terms o f our contract with Title Data, we are permitted to proyide you with theattached title insurance commitment for limited use and distribution only. Specifically, youare sublicensed to deliver, exhibit, or furnish the attached title insurance commitment (or anycopies thereof) ONLY to your bona fide employees and a third party who is playing a bona fiderole in this proposed real estate transaction, including a lawyer, a lender, a surveyor, a real estatebroker or agent, and the parties to this proposed transaction.

For purposes of our agreement with Title Data, "deliver, exhibit, or furnish" includes, withoutlimitation, copying this title insurance commitment (whether such copying be by means of aphotocopier, facsimile machine, another electronic scanning device, or any other method o freproduction) and providing such copy to any third party.

Your furnishing o f the attached t it le insurance commitment to anyone not specificallyenumerated above is not permitted by our contract with Title Data and constitutes a breach of oursublicense to you. Your furnishing of the attached title insurance commitment to anyone notspecifically enumerated above is also a violation of federal copyright law and Texas commonlaw.

Therefore, as an express condition o f us providing you with the attached title insurancecommitment, you specifically wee to limit its uses to those set forth herein, and to provide acopy o f this letter to any party to whom you deliver, exhibit, or furnish the attached titleinsurance commitment (or any copies thereof).

In the event you are unable or unwilling to comply with these conditions, immediately return theattached title insurance commitment to our company, without reviewing, copying, or otherwiseutilizing in any way the information contained therein.

A C O PY O F T H I S L ET T ER MU ST ACCOMPANY T H E ATTACHED T I T L EINSURANCE CO MMIT MENT AT ALL MUMS. A L L DOWNSTREAM RECIPIENTSMUST PROVIDE A COPY OF THIS LETTER TO ANY OTHER AUTHORIZED USERSOF THE ATTACHED TITLE INSURANCE COMMITMENT.

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vac n v ir in a lv ) Hat t1 1 0 1 2 0 00 0 1 0 0 I 'T I M 1 0 0 I0 1 2 1 1 0 t il t (ma r at at t li a tou 2 nA l th l at i lt r il al tam 'Am mnitmA

z a t t illic a Ty m t . M U M O t lI lmL1001I XVLO I 01110Z M a l IVEL La VI I I II0111 La aInl •itat ty to 0613111115110000Atre.IVI110 wI r rav AVNu lt . la f t ion t i t t amtaat it ov i mu. fat% ainits t t ilVAI L v a lt a r ia lEVA

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TDHCA # 13143

Tab 11

Scattered Site Information

Not Applicable

1

Site#

11-Digit CensusTract Number Address (Street Number and Name) Acres No. of Units

on this Lot

Bldg Type(SFR, 2plex,

etc.)Contract Grantor Contract Grantee

1 Not Applicable2345678910111213141516171819202122232425262728

,..i.3233343536373839404142434445464748495051525354555657585960

SCATTERED SITE INFORMATION

If the Development consists of more than one site, fill this information out completely. A legal description identifying the lot, block and subdivision or a metes and boundsshould be included behind the Site Control documentation.

Texas Department of Housing Community Affairs - Mult ifamily Uniform Applicat ion (December 2010)

APPLICANT: THE HAiMILTON APARTMENTS, LP

TDHCA # 13143

Tab 12

Elected Officials

°E lected officials were identified in the Pre-Application, and there have been no changes.(If box above is checked, these forms may be left BLANK.)

Yes

Please identify all elected officials which represent the Development Site.

Sheila Lee Jackson** US Representative

Rodney EllisState Senator

Support Letter

Annise ParkerCity Mayor

Terry B. GrierSchool Superintendent4400 West 18th StreetAddress

Michael Lunceford m l u n c e f o @ h o u s t o n i s d . o r gPresiding officer of Board of Trustees E m a i l4400 West 18th StreetAddress

Support, opposition, or neutral letter(s) are included behind this tab.

18District

13 IDistrict

'Garnet F. Coleman 1 4 7 IState Representative D i s t r i c t

Support Letter

Ed EmmettCounty Judge

Houston ISD h i s d s u p e r i n t e n d e n t @ h o u s t o n i s c L o r gDistrict Name E m a i l

Houston 7 7 0 9 2 - 8 5 0 1City Z i p

Houston 7 7 0 9 2 - 8 5 0 1City Z i p

**While Applicants are not required to notify US Representatives, the Department is required to notify these elected officials. Therefore, Applicant mustidentify the appropriate US Representative of the district containing the Development.

'Elected Officials (Continued) 1Helen Brown

City Council Member

Jerry Davis1 City Council Member 1Ellen Cohen1 City Council Member 1Wanda Adams1 City Council Member 1Dave Martin1 City Council Member 1Al Hoang1 City Council Member 1Oliver Pennington1 City Council Member 1Ed Gonzalez1 City Council Member 1James G> Rodriguez1 City Council Member 1Mike Laster1 City Council Member 1Larry Green1 City Council Member 1Stephen C. Costello

Andrew C. Burks, Jr.1 City Council Member 1

ADistrict/Precinct

District/Precinct

District/Precinct

District/Precinct

District/Precinct

F

District/Precinct

District/Precinct

District/Precinct

District/Precinct

District/Precinct

At Large i

districtahoustonbcgovEmail or Phone

[email protected] or Phone




[email protected]/Precinct E m a i l or Phone







[email protected] Large 2District/Precinct E m a i l or Phone

Elected Officials (Continued)

Melissa Noriega1 City Council Member 1C.O. "Brad" Bradford1 City Council Member 1Jack Christie1 City Council Member 1El Franco Lee1 County Commissioner 1Jack Morman1 County Commissioner 1Steve Radack1 County Commissioner 1R. Jack Cagle1 County Commissioner 11 11 11 11 11 11 11

1 1

At Large 3District/Precinct

At Large 4

District/Precinct



At Large 5 a t t a r g e 5 @ h o u s t o n t x , g o vDistrict/Precinct E m a i l or Phone

1 ( 7 1 3 ) 755-6111District/Precinct E m a i l or Phone




District/Precinct E m a i l or Phone








IDistrict/PrecinctEmailorPhone

Email or Phone

SENATOR RODNEY ELLISDistrict 13

PRESIDENT PRO TEMPORE1999 - 2000

January 30, 2013

11; $5 ,n ta t t t o f

M r O b i t t v x

Mr. Tim IrvineExecutive DirectorTexas Department of Housing and Community Affairs221 East l l th StreetAustin, TX 78701

COMMITTEES:

Chair, Government OrganizationCriminal JusticeTransportation & Homeland SecurityState Affairs

RE: L e t t e r of support for The Hamilton Apartments (TDCHA # 13143), mixed income familycommunity, 1800 St. Joseph Parkway, Houston, Harris County, Texas 77003

Dear Mr. Irvine:

I am writing to express my support for the proposed The Hamilton Apartments, a 148 unit familydevelopment, which is located in Senate District 13, the district I represent.

It is my understanding the proposed development will provide quality, affordable rental housingto mixed income families, helping with an issue that is coming more and more to the forefront inthe downtown area.

Please let me know i f there is anything I can do.

Thank you.

Sincerely,

Rodney Ellis

Lyric Centre440 Louisiana, Suite 575

Houston, Texas 77002(713) 236-0306

FAX: (713) 236-0604

RO. Box 12068Austin, Texas 78711

(512) 463-0113FAX: (512) 463-0006

Dial 711 For Relay CallsE-Mail: rodneyellisgsenate.state.tx.us

2440 Texas Parkway, Suite 110Missouri City, Texas 77489

(281) 261-2360FAX: (281) 261-4726


TDHCA # 13143

Tab 13

Neighborhood Organizations

Neighborhood Organizations

Identify all Neighborhood Organizations Applicant is aware of and any identified by the local elected official.

L I

1.

3.

4.

if

6.

Organizations were identified in the Pre-Application, and there have been no changes.(If above is checked, these forms may be left BLANK)

Name of Organization

Address

Zip


Address C i t y

Zip


City

Phone F a x or Email


Address C i t y

Zip

Zip

Zip

Contact Name

Contact Name

Contact Name


Name of Organization C o n t a c t Name

Address C i t y



Address C i t y



Address C i t y

Zip P h o n e F a x or Email


TDHCA # 13143

Tab 14

Certificate of Notifications

CERTIFICATION OF NOTIFICATIONS (ALL PROGRAMS)

Pursuant to §10.203 of the Uniform Multifamily Rules, evidence of notifications includes this sworn affidavit, and the Elected Officials and NeighborhoodIonizations Forms. All Applicants, or persons with signing authority, must complete either Part 1 or Part 2 below:

Part 1.

ElIA Pre-Application (competitive HTC only) WAS submitted:

I (We) certify that:

The pre-application included evidence of these notifications pursuant to §10.203 of the Uniform Multifamily Rules, the pre-application met allthreshold requirements, and no additional notifications were required with this full application. OR;

▪ The pre-application for this full Application met all threshold requirements, but all required entities were re-notified as required by §10.203 because achange of an elected official occurred between pre-application and Application. As applicable, all changes in the Application have been made on theElected Officials and/or Neighborhood Organizations Form(s). I (we) certify that the notifications are not older than 3 months from the first day of theApplication Acceptance Period for Competitive HTC Applications and not older than three (3) months prior to the date Parts 5 and 6 of the Applicationare submitted for Tax Exempt Bond Developments, and not older than three (3) months prior to the date the Application is submitted for all otherApplications, as required under §10.203 of the Uniform Multifamily Rules.

Part 2. A Pre-Application WAS NOTsubmitted or did not satisfy the Department's review of Pre-Application threshold:

(I f t in) rP r t if y t hnt ni l r erplirPd rPrploqt c f nr hipighhnehnnr i nr gnni7nt innc pl i r c l innt t n s i n 7nq of t hin I n i f o r r o Mal! W on- lily Psil oc , w o r o o l p . r i o i n t h o f o r r o n trequired in the Neighborhood Organization Request template by January 18, 2013 for Competitive HTC Applications, or no later than 14 days prior to the

submission of the Threshold documentation for all other Applications.

O I (We) certify that:

O No reply letter was received from the local elected officials by February 22, 2013 for Competitive HTC Applications (or 7 days prior to the submission ofthe Application for all other Applications), and/or

E lA response was received from the local elected officials by February 22, 2013, (or for HOME, Housing Trust Fund, Tax Exempt Bond and Rural Rescue

Developments by 7 days prior to submission of the Application) and the response indicated that the local elected officials know of no neighborhoodorganizations, and/or

O A response was received from the local elected officials on or before February 22, 2013, (or for HOME, Housing Trust Fund, Tax Exempt Bond and RuralRescue Developments by 7 days prior to submission of the Application) and I have notified those neighborhood organizations as required by and§10.203 of the Uniform Multifamily Rules and/or other applicable Rules, and/or

E lI have knowledge of other neighborhood organizations on record with the city, state or county whose boundaries contain the proposed Development

Site and have notified those neighborhood organizations as required by §1.0.203 of the Multifamily Uniform Rules, and/or

0 I know of no neighborhood organizations within whose boundaries the Development is proposed to be located and/or

0 The local elected officials referred to me (us) to another source, and I (we) requested neighborhood organizations from that source. I f a response wasreceived, those neighborhood organizations were notified as required by §1.0.203 of the Multifamily Uniform Rules; and

1 CERTIFICATION OF NOTIFICATIONS (ALL PROGRAMS) (cont.) 1Part 2.

Part 3.

By:

1(continued)

0All neighborhood organizations that were notified are correctly listed on the Neighborhood Organizations Form and all notifications were made in the

format provided in the template, Public Notifications Format (Written).

E lI (We) certify that, in addition to all of the required neighborhood organizations, the following entities were notified in accordance with §10.203 of the

Multifamily Uniform Rules. The notifications were in the format provided in the template, Public Notifications Format (Written). Al l of the followingentities were notified and are correctly listed on the Neighborhood Organizations Form:

Superintendent of the school district containing the Development;Presiding officer of the board of trustees of the school district containing the Development;Mayor of any municipality containing the Development;All elected members of the Governing Body of any municipality containing the Development;Presiding officer of the Governing Body of the county containing the Development;All elected members of the Governing Body of the county containing the Development;State senator of the district containing the Development; andState representative of the district containing the Development.

W h i l e n o t requiredt o b e submittedi n thi sApplication,I havek eptevidenceo f al lnotificationsm adeandthi sevidencem ayb e requestedb y t heDepartment at any time during the Application review.

0 I (We) certify that the notifications are not older than 3 months from the first day of the Application Acceptance Period for Competitive HTC or not olderthan 3 months from the date of Parts 5 and 6 submission for all other Applications as required under §1.0.203.

'Applicant must certify to the following (competitive HTC only): 1Dl(We) certify that no Neighborhood Organizati!

rn-nt Owner, A r A l i t a r 4

Printed Name2/26/13

Date

I, the undersigned, a Notary Public in and for said County and State, do hereby certify that name is signed to the foregoing statement, and who is known to be one inthe same, has acknowledged before me on this date, that being informed of the contents of this statement, executed the same voluntarily on the date same foregoingstatement bears.

GIVEN UNDER MY HAND AND SEAL OF OFFICE this

LILY KAWHEKARy nftmmission EmpiresNovember 10, 2015

—,-/rmvprivvrf

exist for which this Application would be eligible to receive points under §11.9(d)(1) of the QAP.

26th d a y of

TEXASNotary Public, State of

HARRISCounty of11/10/15

My Commission expires

February

AkAltuchtN. tory Public Signature

2013


TDHCA # 13143

Tab 15

Development Narrative

1

Unit CompositionType of Unit # of Designated Units % of Total Units in Development

Migrant Farm Workers 0%Victims of Domestic Violence 0%Persons with Disabilities 8 5%Homeless Populations 0%Persons with alcohol and/or drug addictions 0%Persons with HIV/AIDS 0%Colonia Resident 0%Other: l (Speci fy) 0%

Development Narrative

1.

2.

3.

4.

The proposed Development is: (Check all that apply) 1Yes New Construction

Rehabilitation

Reconstruction

Adaptive Reuse

Additional Phase to existing developmentScattered Site

Including Acquisition?

# of Units Demolished:

Previous use of Buildings (i.e. Hotel, or school)

Number of Non-Contiguous Sites:

# of Units Reconstructed:

TDHCA#

Number of Census tracts:

The Target Population will be:

General

NOTE: The population percentages above are anticipated at the time of Application submission and the Applicant will not be he d to thisrepresentation long-term, unless required by TDHCA Program rules and federal Regulations.

'Staff Determinations regarding definitions of development activity obtained? 1If a determination under §10.3(b) of the Uniform Multifamily Rules was made prior to Application submission, provide a copy ofsuch determination behind this form.

INarrative

Briefly describe the proposed Development, including any relevant information not already identified above.The Hamilton Apartments, a proposed 148-unit luxurious, mixed income, independent living family apartment community will belocated on 1.118 acres site 1800 block of St. JosephParkway, Central Business District, Houston, Harris County 77003. 90.54% or 134units will serve tenants with less than 60% area median income and 9.46% of the units will be set aside at market rate. 11.20% of thetotal 134 LI units will be made available to families who earn 30% of the area median income. 44.77% of the total 134 LI units will bemade available to families who earn 50% of the area median income, and 44.03% of the total 134 LI units will be made available tofamilies who earn 60% of the area median income. The Hamilton Apartments will be new construction with 85% brick, 10% CulturedStone and 5% Metal Siding Panels for exterior. There will be a total of 1 residential mid-rise five-story elevator served building withpodium garages. The apartment MI have adequate air-conditioned breezways and corridors. The basic floor plans for 79 one-bedroom/one bath units will range from 760 sq.ft. to 939 sq.ft. and 69 two bedroom/2 bath unit plans will range from 1,029 sq.ft. to1,159 sq.ft. The total net rentable area for the proposed project is 139,157 sq.ft.. The Gross project area will be 185,357 including theAmenity Center of 5,093 sq.ft. There are storage lockers that will be offered free to the tenants. There will be a secured garage parkingfor 217 cars and additional 4 open parking spaces. Recreation facilities at the complex will include a Clubhouse, Sunning Shelf, Pool,fully equipped fitness Center. The Clubhouse will include large screen TV, sitting area, and a fully equipped kitchen with top of the lineenergy star rated appliances. A fully equipped business center with computers, printers, and fax machines will also be provided to theresidents at no extra cost. A contract with supportive services provider will be signed and various services will be optional to thetenants at no extra cost.

5.

Department Fundsapplying for with this

ApplicationRequested Amount

if funds will be in the form of a Direct Loan by the Depar tment or forPrivate Activity Bonds, the terms will be:

interest Rate (%) Amortization (Years) Term (Years)TDHCA HOME

HOME OnlyAt-Risk

CHDO OperatingExpense

USDA

Housing Tax Credits $ 1 , 5 0 0 , 0 0 0

Persons w/Disabil i tiesI

Private Activity

I I I I

Mortgage Revenue

Neighborhood

I

Stabilization Program

Competitive HTC Only HOME OnlyAt-Risk Non-Profit USDA CHDO Persons w/Disabil i ties

I I I I I I I I I

6.

7.

8.

IFunding Request:

Complete the table below to describe this Application's funding request.

l A s i d e (For competitive M t 81 HOME Applications Only)Identify any and all set-asides the application will be applying under.Set-Asides can not be added or dropped from pre-application to full Application for Competitive HTC Applications.

By selecting the set-aside above, I, individually or as the general partner(s) or officers of the Appl icant enti ty, confirm that I (we) areapplying for the above-stated Set-Aside(s) and Allocations. To the best of my (our) knowledge and belief, the Applicant enti ty has met therequirements that make this Appl ication eligible for this (these) Set-Aside(s) and Allocations and wil l adhere to al l requirements andeligibility standards for the selected Set-Aside(s) and Allocations.

'Previously Awarded State and Federal Funding 1Has this site/activity previously received or applied for TDHCA funds?

If "Yes" Enter Project Number: 1 2 1 9 2 and TDHCA funding source: F I T C

Has this site/activity previously received non-TDHCA federal funding?

Yes

No

Will this site/activity receive non-TDHCA federal funding for costs described in this Application? No

19ualified Low income Housing Development Election

Pursuant to §42(g)(1)(A) & (B), the term "qualified low income housing development" means any project or residential rental property, i fthe Development meets one of the requirements below, whichever is elected by the taxpayer." Once an election is made, i t is irrevocable.Select only one:

nAt least 20% or more of the residential units in such development are both rent restricted and occupied by individuals whose income is

50% or less of the area median gross income, adjusted for family size.

At least 40% or more of the residential units in such development are both rent restricted and occupied by individuals whose income is60% or less of the median gross income, adjusted for family size.


TDHCA # 13143

Tab 16

Development Activities

Development Activities

1.

2.

3.

4.

5.

1Common Amenities (ALL Multi family Applications §10.101(b)(5)) 1148

El

'Uni t Requirements (ALL Multi family Applications §10.101(b)(6)(A) and (B))A. Uni t Sizes

B. Uni t Amenities

O Application is a Tax Exempt Bond Development and will meet a minimum of seven (7) points.

nApplication is HOME only or other Department Direct Loan and will meet a minimum of four (4) points.

'Tenant Supportive Services (All Multi family Applications §10.101(b)(7)) 11 2Ap pl ic at io n is a Tax Exempt Bond Development and will meet a minimum of eight (8) points.

Application is HOME only or other Department Direct Loan and will meet a minimum four (4) points.

Application is a Competitive HTC Development and will select applicable Tenant Services in Part 8 below.El

El

Development will provide sufficient common amenities to qualify for the number of points indicated above, pursuant to§10.101(b)(5).

El

# of Units m u s t qualify for 1 4 P o i n t s

Development is New Construction or Reconstruction and will meet the minimum Unit Size requirements:

Five hundred (500) square feet for an Efficiency Unit

Six hundred (600) square feet for a One Bedroom Uni t

Eight hundred (800) square feet fro a Two Bedroom Uni t

One thousand (1,000) square feet for a Three Bedroom Unit

One thousand, two-hundred (1,200) square feet for a Four Bedroom Unit

Application is a Competitive HTC Development and will select applicable points in Part 5 below.

Self Score Total:

** Rehabil i tation Developments wil l s tart wi th a base score of three (3) points and Supportive Housing Developments wil ls tart with a base score of five (5) points.**

I 1 0 5

OR.

O Development is proposing Rehabilitation (excluding Reconstruction) or Supportive Housing, and does not adhere to the sizerequirements above.

'Development Accessibility Requirements (ALL Multi family Applications §10.101(b)(8)) 1Development will meet all specifications and accessibility requirements reflected in the Certification o f Development Owner formpursuant to §1.0.101(b)(8) of the Uniform Multifamily Rules.

ISize and Quality of Units (Competitive K C Applications only) 1ElDevelopment meets the minimum size requirements identified below

i. fi ve-hundred-fi fty (550) square feet for an Efficiency Unit;

8. s ix -hundred-fi fty (650) square feet for a one Bedroom Uni t;

B. eight-hundred-fi fty (850) square feet for a two Bedroom Unit;

iv. one-thousand-fi fty (1,050) square feet for a three Bedroom Unit; and

v. one-thousand, two-hundred-fi fty (1,250) square feet for a four Bedroom Unit.

Specific amenities and quality features will be provided in every Unit at no extra charge to the tenant; Developmentwill maintain the points selected and associated with those amenities

16.1Income Levels of Tenants (Competitive HTC Applications only)

8.

10.

11.

12.

13.

751560

44.78%


ODevelopments proposed in all other areas.

7. [Rent Levels of Tenants (Competitive HTC Applications only)Mark only one box below:

E lA t least 20% of all low-income Units at 30% or less of AMU for Supportive Housing Developments qualifying under the

Nonprofi t Set-Aside only.

Development is located in an urban and at least 10% of all low income units are at 30% or less of AMGI, or

E lDeve lopmen t is located in a Rural Area and 7.5% of all low income Units are at 30% or less of AMGI, or

At least 5% of all low-income Units at 30% or less of AMGI

[Tenant Services (Competitive HTC Applications only) 1Development will provide a combination of supportive services as identified in §10.101(b)(7) and those services will be recorded inthe Development's LURA.

OSupportive Housing Development qualifying under the Nonprofit Set-Aside; or

El

El

El

Total Number of Units at 50% or less of AMGI

Number of 30% Units used to score points under 11.9(c)(2)Number of Units at SO% or less of AMU available to use for points under 11.9(c)(1)Percentage used for calculation of eligible points under 11.9(c)(1)

Development is located within a Non-Rural Area of the Dallas, Fort Worth, Houston, San Antonio or Austin MSA; or

All other Developments.

9. Tenant Populations with Special Housing Needs (Competitive HTC Applications only)

At least 5% of the Units are set aside for Persons with Special Needs as identified in §11.9(c)(7) of the OAP.

Development is requesting Pre-Application Points

Development Activities (Continued)Self Score Total: 1 0 5

Total Score Claimed:




Development will maintain a 35 year Affordability Period.

DApplication proposing the use of historic (rehabilitation) tax credits, and has included supporting documentation

behind this tab that at least one building will qualify for historic tax credits.

Development Owner agrees to provide a Right of First Refusal to purchase the Development upon or following the endof the Compliance Period.


I :Dev el opment is proposed to be 50 total HTC Units or less and the original Application reflects a Funding Request ofHousing Tax Credits of $500,000 or less.

0

1311

0

9

0

0

9

8

8

'Pre-Application Participation (Competitive HTC Applications only) 1

Extended Affordability or Historic Preservation (Competitive HTC Applications only)

0

'Right of First Refusal (Competitive HTC Applications only) 1MOE

'Development Size (Competitive HTC Applications only)0


TDHCA # 13143

Tab 17

Acquisition Rehab Information

Not Applicable


TDHCA 13143

Tab 18

Occupied Rehab Documentation

Not Applicable


TDHCA # 13143

Tab 19

Architectural Drawings

1 Architectural Drawings Must be Submitted Behind this Tab

Site Plan which;

includes a unit and building type table matrix that is consistent with the Rent Schedule and Building/UnitConfiguration forms.

I X ! identifies all residential and common buildingsclearly delineates the flood plain boundary lines and shows all easements

E li f appl icable, indicates possible placement of detention/retention pond(s), and

indicates the location of parking spaces

Building Floor Plans

Unit Floor Plans for each type of Unit

Elevations for each building type and must include:

a percentage estimate of the exterior composition

proposed roof pitch

E lPho tos of building elevations (for Rehab and Adaptive Reuse developments that will not alter the unit

configuration.

c•-?o

aaE a . ,

C...., I f - . .5 5 5 5 5 5 5 5 5 5 5 5 5 2 5 =b1) 5 5 '5 5 5 5 . ,

v)t-1 › ,t.-t• 5 O . 0 . P . P . al . a . P . O. P . O. P . "TR b h bh bh t o t o t o . .

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TDHCA # 13143

Tab 20

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TDHCA # 13143

Tab 21

Rent Schedule

1HTC Unit

Designation

HOME UnitDesignation(Rent/Inc)

HIP UnitDesignation

MRE UnitDesignation

OtherDesignation/Se

bsidyII of Units

14 ofBedrooms

tt ofBaths

Unit Size (NetRentable 5q,

Ft.)

Total NetRentable

Sq. Ft.

Program RentLimit

TenantPaid Utility

Allow,

Rent Collected/Unit

Total MonthlyRent

(A) (B) (A) -x (1 3)

(E) (A.) x (E)TC30% 7 1 1,0 760 5,320 372 87 285 1,995TC50% 19 1 1.0 760 14,440 621 87 534 10,146TC50% 2 1 1.0 770 1,540 621 87 534 1,068TC50% 5 I 1,0 779 3,895 621 87 534 2,670

_ T C 5 0 % 5 1 1,0 784 3,920 621 87 534 2,670TC50% 2 1 1.0 799 1,598 621 87 534 1,068TC60% 4 1 1.0 799 3,196 745 87 658 2,632T C60% 28 1 1.0 847 23,716 745 87 658 18,424

MR 2 1 1.0 847 1,694 1,484 1484 2,968MR 5 1 1.0 939 4,695 1,645 1645 8,225

TC30% 8 2 2.0 1029 8,232 447 114 333 2,664T C50% 12 2 2,0 1029 12,348 745 114 631 7,572T C50% 5 2 2.0 1045 5,225 745 114 631 3,155TC50% 10 2 2,0 1115 11,150 745 114 631 6,310TC60% 27 2 2.0 1117 30,159 894 114 780 21,060

MR 2 2 2.0 1117 2,234 1,930 1930 3,860MR 5 2 2.0 1159 5,795 2,000 2000 10,000

0 -0 -0 -0 -0 -0 t00 -0 -0 _0 _0 _000 _0 _0 _o _o _o _o _

_o _oo _o ,o -o -o -o -o

TOTAL 148 139,157 106,487Non Rental IncenseNon Rental IIIC0111DNon Rental Incense

+TOTAL NONRENTAL INCOME

$10,00 per unit/month for:per uni (month for:per uniUmonth for:per unit/month

Late fees, application fees, NSF 1,4805,00 Vending, Forfeitures 7400.00

$15•00 2,220- POTENTIAL GROSS P,IONTITLY INCOME 108,707- Provision for Vacancy Sc Collection Loss- Rental Concessions

% of Potential Gross Income: 7 . 5 0 % 8,153

- EFFECTIVE GROSS MONTHLY INCOME 100,554x 12 =EFFECTIVE GROSS ANNUAL INCOME 1,206.648

Rent Schedulebelt Score Tata11 1 0 5

Private Activity Band Priority (For Tax4xempt Bond Developments O W *

Unit types must be entered from smallest to largest based on "it of Bedrooms" and "Unit Size", then within the same "ft of Bedrooms" and "Unit Size" from lowest to highest "RentCollected/Unit".

Rent Schedule (Continued)

i % of Li % of Total

Developrnent is Rehabilit at ion N o I C o s t Per Sq. R H N / A

TC30% 11% 13% 15

Support ive Housing

TC40%

Yes No

D

$ 1 4 , 3 4 6 , 4 7 4

T950% 45% 41% 60HOUSING TC60% 44% 40% 59

TAX HICI.1 Total 134CREDITS EO 0

MR 14MR Total 14Total Units 1 4 8

m8830% 00

MR1340%LI-1/50%

0MORTGAGE MR1350% 0

REVENUE MRB60%

0

0BOND MR0 Li Total 1 0

HOME

MR0MR 0

0

Mill3MR Total

EO

0MRB Total

i % of II i % of Total !

Developrnent is Rehabilit at ion N o I C o s t Per Sq. R H N / A

HMO%

4 1 i n a m If "Yes" above, these elections do not apply. Seemanual for instructions.(Building Costs)

0

Support ive Housing

HTF40%

Yes No

0

$ 1 4 , 3 4 6 , 4 7 4

FITF.50%

Cost Per Sq. Ft = Cost Per Sq. Ft. =

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N/A

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MR 0MR Total 0HIF Total 030% 0LI-1/50% DHH/60% 0HH/B0% 0

HOME HOME LI Teta I 0EO 0MR 0MR Total 0HOME Total 0

OTHER Total OT Units 0

Cost Per Square FootTable

Developrnent is Rehabilit at ion N o I C o s t Per Sq. R H N / Aif not "Rehabilitation," select "Yes" if the Development is one of the following;

4 1 i n a m If "Yes" above, these elections do not apply. Seemanual for instructions.(Building Costs)

Elevator served Support ive Housing Single FamilyYes No No

$ 1 4 , 3 4 6 , 4 7 4 Cost Per Sq. Ft. = Cost Per Sq. Ft = Cost Per Sq. Ft. =$ 7 8 . 3 6 N/A N/A

[ C o s t Per Sq. Ft. =I N/A

BEDROOMS

012345

07969

00

1


TDHCA # 13143

Tab 22

Utility Allowances

Supporting documents included:Housing Authority of City of Houston Schedule utility allowance chart

1

Utility Who Pays Energy Source OBR 1BR 2BR 3BR 4BR Source of Utility Allowance & EffectiveHeating Tenant $ 1 1 $ 1 3 HACH 12/01/2012Cooking Tenant $ 9 $ 1 1 HACH 12/01/2012

Other Electric Tenant $ 2 7 $ 3 5 HACH 12/01/2012Air Conditioning Tenant $ 1 9 $ 2 8 HACH 12/01/2012

Water Heater Tenant $ 1 7 $ 2 3 HACH 12/01/2012WaterSewerTrash

flat feeother Tenant $ 4 $ 4 HACH 12/01/2013Totals $ - $ 8 7 $ 114 $ - $ -

Utility Allowances 1,pplicant must attach to this form documentation from the source of the "Utility Allowance" estimate used in completing the Rent Schedule

provided in the Application Packet. This exhibit must clearly indicate which utility costs are included in the estimate.

Note: I f more than one enti ty (Sec. 8 administrator, public housing authority) is responsible for setting the uti l i ty allowance(s) in the area of thedevelopment location, then the selected utility allowance must be the one which most closely reflects the actual expenses.

i f on independent utility roc!: evaluation is ronritirtPri it mild: inriHrip confirming documentation from nn the relevant utility providers.

If other reductions to the tenant rent is required such as the cost of flood insurance for the tenant's contents, documentation for these reductions togross rent should also be attached.

Other (Describe)Other - Monthly Electric Fee

Allowance for Tenant-Furnished Utilities andOther Services

LOCALITY:HOUSTON, TX METROPOLITAN AREA

UNI T TYPv: I i

APARTMENTS (5 OR MORE UNITS PER BUI LDI NG) I 1 2 / 1 1 2 0 1 2

Utility or Service Monthly Dollar AllowancesOBR I BR 2BR 3BR 4BR 5BR 611R 7BR 8BR

Heating a . Natural Gas $2 $2 $2 $2 $3 $3 $4 $4 $5b. Bottle Gas - - - - -c. Electric $8 $

11

(7 1 3")

$15 $17 $20 $23 $27 $30d. Coal/Other - - - - -

Cooking a . Natural Gas $2 $3 $4 $5 $6 $6 $7 $8 $9b. Bottle Gas -

7 $9 $11-

$14-

$16-

$18 $21-

$24-

$27c. Electric $6d. Coal/Other - r---;-... (--7,--, - - -

Other Elictric - Lighting - Base $18 ($3_5 j $44 $53 $62 $72 $81 $91Air Conditioning $15

,7..)

ro $28 $38 $48 $57 $65 $73 $82Water Heating a . Natural Gas $3 $5 $7 $9 $11 $13 $15 $17 $19

b. Bottle Gas -

- 12-3 )- -

- -c. Electric $11 ( 0 7 1

-$

$29 $35-

$41-

$47 $53-

$60-d. Coal/Other - -

Water $18 $18 $24 $29 $35 $40 $47 $53 $60Sewer $27 $28 $36 $44 $52 $60 $70 $80 $90Trash Collection N/A N/A N/A N/A N/A N/A N/A N/A N/AR ange/M i c r ow ave ( If tenant supplies) $12 _ $ 1 2 $12 $12 $12 $12 $12 _ $ 1 8 $21R efr i ger ator ( i f tenant supplies) $13 $13

,$13 $13 $13 $13 $13 $19 $22

Other - Monthly Electric Fee $4$14

g4$14

C,_.,,4_

$14$4

$14$4$14

$4$14

$4$14

$4$14

$4$14Other - Monthly Gas Fee

Actual Family Allowances To be used by the family to compute allnance. 4Complete Below for the actual unit rented. ' I 4 .i -I t i L f

Utility or Service Per Month Cost

Heating -Name of Family Cooking -

Other Electic -Air ConditioningWater Heating -

Address of Unit Water -Sewer -Trash Collection -Range/MicrowaveRefrigerator -

Number of Bedrooms I Other (Elec Fee) -Other (Gas Fee) -

Total $O

U.S. Department of Housingand Urban Development

Office of Public and Indian Housing

Previous editions are obsolete Page 1 of 1

OMB Approval N. 2577-0169losp. 01/30/2014)

EffectiveDate

form HUD-52667(12/97)ref Handbook 7420.8


TDHCA # 13143

Tab 23

Annual Operating expenses

1General & Administrative Expenses

$ 1 2 , 0 0 0 . 0 0AccountingAdvertisingLegal feesLeased equipmentPostage & office supplies

$ 1 0 , 0 0 0 . 0 0$ 1 0 , 0 0 0 . 0 0$ 7 , 0 0 0 . 0 0$ 9 , 0 0 0 . 0 0

Telephone $ 6 , 0 0 0 . 0 0Other O f fi c e supplies $ 6 , 1 6 0 . 0 0Other D e s c r i b e $Total General a,. Administrative Expenses: $ 6 0 , 1 6 0 . 0 0

Management Fee: P e r c e n t of Effective Gross Income: 5 . 0 0 % $ 6 0 , 3 3 2 . 0 0Payroll, Payroll Tax 84 Employee Benefits

Management $ 5 2 , 0 0 0 . 0 0Maintenance $ 5 2 , 0 0 0 . 0 0Other P a y r o l l taxes and emploee benefits $ 2 3 , 9 2 0 . 0 0Other D e s c r i b e

Total Payroll, Payroll Tax & Employee Benefits: $ 1 2 7 , 9 2 0 . 0 0Repairs & Maintenance

Elevator $ 2 8 , 0 0 0 . 0 0Exterminating $ 1 0 , 0 0 0 . 0 0Grounds $ 1 0 , 0 0 0 . 0 0Make-ready $ 1 8 , 0 0 0 . 0 0Repairs $ 2 0 , 0 0 0 . 0 0Pool $ 7 , 0 0 0 . 0 0Other C l e a n i n g Supplies $ 6 , 0 0 0 . 0 0Other D e s c r i b e $

Total Repairs & Maintenance: $ 9 9 , 0 0 0 . 0 0Utilities (Enter Development Owner expense)

Electric $ 4 8 , 0 0 0 . 0 0Natural gas $Trash $ 1 5 , 0 0 0 . 0 0Water & sewer $ 5 5 , 0 0 0 . 0 0Other D e s c r i b e $Other D e s c r i b e $

Total Utilities: $ 1 1 8 , 0 0 0 . 0 0Annual Property Insurance: R a t e per net rentable square foot: $ 0 . 3 0 $ 4 1 , 8 1 8 . 0 0Property Taxes:

Published Capitalization Rate: S o u r c e :Annual Property Taxes: $ 1 1 4 , 7 0 0 . 0 0Payments in Lieu of Taxes: $Other Taxes D e s c r i b e $Other Taxes D e s c r i b e $

Total Property Taxes: $ 1 1 4 , 7 0 0 . 0 0Reserve for Replacements: A n n u a l reserves per unit: $ 2 5 0 . 0 0 $ 3 7 , 0 0 0 . 0 0Other Expenses

Cable TV $Supportive service contract fees $ 1 8 , 0 0 0 . 0 0TDHCA Compliance fees $ 5 , 9 2 0 . 0 0TDHCA Bond Administration Fees (TDHCA as Bond Issuer Only) $Security $ 1 5 , 0 0 0 . 0 0Other D e s c r i b e $Other D e s c r i b e $Total Other Expenses: $ 3 8 , 9 2 0 . 0 0

TOTAL ANNUAL EXPENSES E x p e n s e per unit: $ 4 7 1 5 . 2 0 $ 6 9 7 , 8 5 0 . 0 0Expense to Income Ratio: 57.83%

NET OPERATING INCOME (before debt service) $ 5 0 8 , 7 9 7 . 7 0Annual Debt Service

Bank of America Conventional Loan $ 2 4 4 , 5 6 7 . 0 0Houston Housing Finance Corp $City of Houston $ 1 6 6 , 6 6 6 . 0 0Describe Source $

TOTAL ANNUAL DEBT SERVICE D e b t Coverage Ratio: 1.24 $ 4 1 1 , 2 3 3 . 0 0NET CASH FLOW $ 9 7 , 5 6 4 . 7 0

ANNUAL OPERATING EXPENSES


TDHCA # 13143

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rev. 10-25.2011 REVISED Hamilton_PAF • 2-25-13

Bank of America, NA

15 Year Rental Housing Operating Proforma

General & Administrat ive Expenses

YEAR 1

$ 60 , 160 . 00 $61,965 $63,824 $65,738 $67,711 $78,495 $90,997Management Fee—

$ 60 , 332 . 00 $ 62 , 141 . 96 $ 64 , 006 . 22 $ 65, 926. 41 $ 67 , 904 . 20 $ 78 , 719 . 58 $ 91 , 257. 56Payroll, Payroll Tax & Employee Benefits

$1,357,185$ 101, 788. 89

$ 127, 920. 00 $ 131, 757. 60 $ 135, 710. 33 $ 139, 781. 64 $ 143, 975. 09 $ 166, 906. 59 $ 193, 490. 48Repairs & Maintenance _ $ 99 , 000 . 00 $ 101, 970. 00 $ 105, 029. 10 $ 108, 179. 97 $ 111, 425. 37 $ 129, 172. 55 $ 149, 746. 38Electric & Gas Utilit ies

—$ 48 , 000 . 00 $ 49 , 440 . 00 $ 50 , 923 . 20 $ 52, 450. 90 $ 54 , 024 . 42 $ 62 , 629 . 11 $ 72, 604. 31

Water, Sewer & Trash Utilit ies $ 70 , 000 . 00 $ 72 , 100. 00 $ 74 , 263 . 00 $ 76, 490. 89 $ 78 , 785 . 62 $ 91 , 334 . 12 $ 105, 881. 28Annual Property Insurance Premiums $ 41 , 818 . 00 $ 43 , 072 . 54 $ 44 , 364 . 72 $ 45, 695. 66 $ 47 , 066 . 53 $ 54 , 563 . 01 $ 63 , 253. 48Property Tax $ 114, 700. 00 $ 118, 141. 00 $ 121, 685. 23 $ 125, 335. 79 $ 129, 095. 86 $ 149, 657. 48 $ 173, 494. 04Reserve for Replacements $ 37 , 000 . 00 $ 38 , 110 . 00 $ 39 , 253 . 30 $ 40, 430. 90 $ 41 , 643 . 83 $ 48 , 276 . 61 $ 55 , 965. 82Other Expenses: $ 38 , 920 . 00 $ 40 , 087 . 60 $ 41 , 290 . 23 $ 42, 528. 93 $ 43 , 804 . 80 $ 50 , 781 . 77 $ 58 , 869. 99TOTAL ANNUAL EXPENSES $0 $697,850 $718,786 $740,349 $762,560 $785,436 $910,536 $1,055,561NET OPERATING INCOME $0 $508,798 $511,995 $515,047 $517,945 $520,678 $531,520 $536,585

Third D eed o fTr u s tAn n u a l Loan Pa y me n t 0 0 0 0 0

Oth e r Annua l Required Pa y me n t:

Oth e r (Describe)Othe r (Describe)

LEASE-UP YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5 YEAR 10 YEAR 15$1,277,844

$ 26 , 640. 00$1,303,401

$ 27 , 172 . 80$1,329,469

$ 27 , 716 . 26$1,356,058

$ 28, 270. 58$1,383,179

$ 28 , 835 . 99$1,527,142

$ 31 , 837 . 27$1,686,088

$ 35, 150. 91$o $1,304,484

5 97 , 836 . 30$1,330,574

5 99 , 793 . 03$1,357,185

$ 101, 788. 89$1,384,329

$ 103, 824. 66$1,412,015

$ 105, 901. 16$1,558,979

$ 116, 923. 44$1,721,239

$ 129, 092. 92

$o $1,206,648 $1,230,781 $1,255,396 $1,280,504 $1,306,114 $1,442,056 $1,592,146

All Programs Must Complete the following:

e pro forma should be based on the operat ing income and expense information for the base year (first year of stabilized occupancy using today's best estimates of rental income and expenses), andincipal and interest debt service. The Department currently considers an annual growth rate of 2% for income and 3% for expenses to be reasonably conservative estimates. Writ ten explanation for

any deviat ions from these growth rates or for assumptions other than straight-line growth mode during the proforma period should be attached to this exhibit.

INCOMEPOTENTIAL GROSS ANNUAL RENTAL INCOMESecondary IncomePOTENTIAL GROSS ANNUAL INCOMEProvision for Vacancy & Collection LossRental ConcessionsEFFECTIVE GROSS ANNUAL INCOME

1EXPENSES

DEBT SERVICE

signing below I (we) are cert ifying that the above 15 Year pro forma has been reviewed and is acceptable. (Signature only required if using this pro forma for points under §11.9(e)(1)slating to Financial Feasibility)

Signature, Authorized Representat ive, Const ruct ionor Permanent Lender

Printed Name

Date

Phone:

Email:


TDHCA # 13143

Tab 25

Offsite Costs Breakdown

Not Applicable

Offsite Cost Breakdown

This form must be submitted with the Development Cost Schedule if the development has offsite costs, whether those costs are included in the budget as a line item, embedded in the acquisit ion costs, orferenced in ut ility provider letters. Therefore, the total costs listed on this worksheet may or may not exactly correspond with those off-site costs indicated on the Development Costs Schedule. However, all costs

toted here should be able to be justified in another place in the application.Column A: The offsite activity reflected here should correspond to the offsite activity reflected in the Development Cost Schedule or other supporting documentation.Columns B and C: In determining actual construction cost, two different methods may be used:

The construction costs may be broken into labor (Column B) and materials (Column C) for the activity;OR The other method involves the use of unit price (Column B) and the number of units (Column C) data for the activity.

Column D: To arrive at total construction costs in Column D:If based on labor and materials, add Column B and Column C together to arrive at total construction costs.If based on unit price measures, Column Bin mult iplied by Column C to arrive at total construction costs.

column E: Any proposed activity involving the acquisit ion of real property, easements, r i gh t s-o f-way , e t c . , m u s t h a v e t h e p r o j e c t e d c o s t s o f t h i s a c q u i s i t i o n f o r t h e a c t i v i t y .

Column F: Engineering/architectural costs must be broken out by the offsite work activity.Column G: Figures for Column G, Total Activity Cost, are obtained by adding together Columns D, E, and F to get the total costs.

"T his form must be completed by a professional engineer licensed to practice in the State of Texas. His or her signature and registration seal must be on the f orm. "

A.

Activity

Total

B.

Labor or Unit Price

C.

Materials or # of Units

D.Total Construction

Costs

E.

Acquisit ion Costs

F.Engineering /

Architectural Costs

G.

Total Activity Costs

$

SEAL

Signature of Registered Engineer responsible forBudget Justification

Printed Name of Registered Engineer

Date


TDHCA # 13143

Tab 26

Site Work Cost

ItFAY.40

A. B. C. D. E. F. G.

Ac tiv ity Labor or Unit Price Materials or Ba t U n i t s

Tota l Cons truc tionCostsA c q u i s i t i o n Costs Engineer ing /

Architectural Costs Total Activity CostsRough Grading $ q 5 • 6 4 148 $ 1 0 0 , 0 0 0 . 0 0 $ 1 0 0 , 0 0 0Fine Grading $ 8 1 0 . 8 1 140 $ 1 2 0 , 0 0 0 . 0 u $ 1 2 0 , 0 0 0

On-site Concrete $ 6 7 , 8 8 148 $ 1 0 0 , 0 0 0 . 0 0 $ 1 0 0 , 0 0 0' On-site Utilities $ . 1 3 5 . 1 4 148 2000. 00 5 2 0 , 0 0 0On-site Paving 1,148_65 _ . 148 170,000.00 $ 1 7 0 , 0 0 0

Bumpar stops, striping, sighs $ 6 4 . 5 5 148 S 9 , 5 $ 3 . 0 0 S 8 , 5 5 3

Tota l $ 5 1 9 , 5 5 3

This form must be submitted with the Development Cost Schedule as Justification of Site Work costs.olumn A: The Site Work activity reflected here must match the Site Work activity reflected in the Development Cost Schedule.

Columns 13 and C: In determining actual construction cost, two different methods may be used:The construction costs may be broken into labor (Column B) and materials (Column C) for the activity; ORThe use of unit price (Column B) and the number of units (Column C) data for the activity.

Column D: To arrive at total construction costs in Column D:If based on labor and materials, add Column Be n d C o l u m n C t o g e t h e r t o a r r i v e a t t o t a l c o n s t r u c ti o n c o s t s.

II based on unit price measures, Column B is multiplied by Column C to arrive at total construction costs.Column E: Any proposed activity involving the acquisition of real property, easements, rights-of-way, etc., must have the projected costs of this acquisition for the activity.Column F: Engineering/architectural costs must be broken out by the Site Work activity.Column G: Figures for Column G, Total Activity Cost, are obtained by adding together Columns D,E, and F to get the total costs.

SEAL

A .1 41,1 c.c 1 Fr '

O P */

(It ...... .. ..

_ D. . . .. . . .. .. . .. .. -.V4

HAN ALL E. SIEMON erI .01

. . . . . . . . . . . . . . . . . em . . . . . oa60•••0115-

A t 7 3 6 0 7 4 0

t a ilgi Ce N SO "414(94:

t t 0,9 .. ....

.% "A i t e . . NAL ' '

Date

Signature of Registered Engineer responsible for

oelwiBudget Justificutio3116.:/trepvi ALc.

Printed Name of Registered Engineer


TDHCA # 13143

Tab 27

Development Cost Schedule

Development Cost Schedule

TOTAL DEVELOPMENT SUMMARYTotalCost

Eligible Basis (If Applicable)Acquisition I New/Rehab.

20,000

100,000

30,000

100,000120,000

30,000

120,000100,000

3,056,853

100,0000

461,923

20,000

$80,000

20,000170,000

116,426

170,000

116,426

9,553 9,553

$519,553 $519,553

20,000 20,00030,000 30,00030,000 30,000

3,056,853 3,056,853461,923 461,923

$80,000 $0 $80,000

3,281,482 3,281,4821,221,405 1,221,405

558,467 558,4673,056,853 3,056,853

461,923 461,923

116,426 116,426

ills Development Cost Schedule must be consistent with the Summary Sources and Uses of Funds Statement. Al l Applications must complete the total development cost columnand the Tax Payer Identification column. Only HTC applications must complete the Eligible Basis columns and the Requested Credit calculation below:

ACQUISITIONSite acquisition costExisting building acquisition costClosing costs & acq. legal feesOther (specify) - see footnote 1Other (specify) - see footnote 1Subtotal Acquisition CostOFF-SITE§Off-site concreteStorm drains & devicesWater & fire hydrantsOff-site utilitiesSewer lateral(s)Off-site pavingOff-site electricalOther (specify) - see footnote 1Other (specify) - see footnote 1Subtotal Off-Sites CostSITE WORK3DemolitionRough gradingFine gradingOn-site concreteOn-site electrical

n-site paving1-site utilities

Decorative masonryBumper stops, striping & signsOther (specify) - see footnote-1Subtotal Site Work CostSITE AMENITIESLandscapingPool and deckingAthletic court(s), playground(s)FencingOther (specify) - see footnote 1Subtotal Site Amenities CostBUILDING COSTS*:ConcreteMasonryMetalsWoods and PlasticsThermal and Moisture ProtectionRoof CoveringDoors and Windows

1,750,000

$1,750,000

1

$o

$o $ol $o

Self Score Total: 105 1

Scratch Paper/Notes

John Beeson, Trustee

The Hamilton Contractors, LLC

The Hamilton Contractors, LLCThe Hamilton Contractors, LLCThe Hamilton Contractors, LLCThe Hamilton Contractors, LLC


The Hamilton Contractors, LLCThe Hamilton Contractors, LLC


The Hamilton Contractors, LLCThe Hamilton Contractors, LLCThe Hamilton Contractors, LLCThe Hamilton Contractors, LLCThe Hamilton Contractors, LLCThe Hamilton Contractors, LLCThe Hamilton Contractors, LLC

BUILDING COSTS (Continued):FinishesSpecialties

'uipmentJrnishings

Special ConstructionConveying Systems (Elevators)Mechanical (HVAC; Plumbing)ElectricalIndividually itemize costs below:Detached Community Facilities/BuildingCarports and/or GaragesLead-Based Paint AbatementAsbestos AbatementStructured ParkingOther (specify) - see footnote 1Subtotal Building Costs

918,268 918,268164,610 164,610194,798 194,798261,930

$O

261,930

896,762 896,762

270,000 270,0001,559,130

$0

1,559,1302,131,182 2,131,182

896,762 896,762

20,000 20,000

298,921 298,921

5,000

$O

5,000

896,762 896,762450,000 450,000

$2,542,445 $0 $2,542,445

250,000 250,00020,000 20,000

200,000 200,0005,000

$O

5,00015,000 15,000

266,400 266,40030,000 30,000

7,500 7,5007,500 7,5007,500 7,500

15,000 15,00030,000 30,000

30,000 30,00040,000 40,000

20,000 20,000

$943,900 $O $943,900

50,000 50,000387,947 387,947

2,521,658 2,521,658$2,959,605 $O $2,959,605

TOTAL BUILDING COSTS & SITE WORK

OTHER CONSTRUCTION COSTSGeneral requirements (<6%)Field supervision (within GR limit)Contractor overhead (<2%)G & A Field (within overhead limit)Contractor profit (<6%)Contingency (7-10%)Subtotal Ancillary Hard Costs

TOTAL DIRECT HARD COSTS

INDIRECT CONSTRUCTION COSTS3Architectural - Design feesArchitectural - Supervision feesEngineering fees

ial estate attorney/other legal fees.counting fees

Impact FeesBuilding permits & related costsAppraisalMarket analysisEnvironmental assessmentSoils reportSurveyMarketingPartnership Hazard & liability insuranceReal property taxesPersonal property taxesTenant relocation expensesPLEASE SPECIFY - see footnote 1Other (specify) - see footnote 1Subtotal Indirect Const. CostDEVELOPER FEES'Housing consultant fees4General & administrativeProfit or feeSubtotal Developer's Fees

6.00%

2.00%

6.00%3.01%

15.22%

150,000

$14,346,474 $o

150,000

$14,346,474

$14,946,027 $0 $14 ,946 ,027

$17,488,472 $0 $17 ,488 ,472

6.00%

2.00%

6.00%3.01%

The Hamilton Contractors, LLCThe Hamilton Contractors, LLCThe Hamilton Contractors, LLCThe Hamilton Contractors, LLC

The Hamilton Contractors, LLCThe Hamilton Contractors, LLCThe Hamilton Contractors, LLC




The Hamilton Contractors, LLCThe Hamilton Contractors, LLC

Mucasey and Associates

JA Costanza and AssociatesCoats Rose Yale Ryman & LeeCohen Reznick LLPCity of PflugervilleCity of Pflugerville

Apartment Data AnalystMurillo and CompanyMurillo and CompanyTotal Surveyors, Inc

Moon Shepherd Baker Insurance CompayCity of Pflugerville

LBK, LtdThe Hamilton Developers, LLCThe Hamilton Developers, LLC

FINANCING:CONSTRUCTION LOAN(S)3Interest

an origination feestie & recording fees

Closing costs & legal feesInspection feesCredit ReportDiscount PointsPLEASE SPECIFY - see footnote 1PLEASE SPECIFY - see footnote 1PERMANENT W A N(S )Loan origination feesTitle & recording feesClosing costs & legalBond premiumCredit reportDiscount pointsCredit enhancement feesPrepaid MIPPLEASE SPECIFY - see footnote 1Other (specify) - see footnote 1BRIDGE LOAN(S)InterestLoan origination feesTitle & recording feesClosing costs & legal feesOther (specify) - see footnote 1Other (specify) - see footnote 1OTHER FINANCING COSTS'Tax credit feesTax and/or bond counselPayment bondsPerformance bondsCredit enhancement fees

liortgage insurance premiums

5st of underwriting & issuanceSyndication organizational costTax opinionContractor Guarantee FeeDeveloper Guarantee FeeOther (specify) - see footnote 1Other (specify) - see footnote 1Subtotal Financing CostRESERVESRent-upOperatingReplacementEscrowsSubtotal Reserves

1,000,000 600,00080,000 80,000

130,000 130,00050,000 50,00015,000 15,000

40,000 40,000100,000 100,00000

35,00010,00040,000

100,000

150,000

10,000

$1,760,000 $o

0

$1,015,000

200,000

$200,000

Bank of AmericaBank of AmericaCharter Title

TDHCA, Bank of America

Berylium Services, LLCResolution Real Estate Services, LLC

Bank of AmericaCharter TitleCoats Rose Yale Ryman & Lee

Resolution Real Estate Services, LLC

TDHCA0

Bank of America

Name of contact for Cost Estimate: R e s o l u t i o n , Inc.

TOTAL HOUSING DEVELOPMENT COSTS5

$25,101,977 $01 $22,406,977- Commercial Space Costs'

)TAL RESIDENTIAL DEVELOPMENT COSTS $25,101,977

The following calculations are for HTC Applications only.Deduct From Basis:Federal grant proceeds used to finance costs in Eligible BasisNon-qualified non-recourse financingNon-qualified portion of higher quality units §42(d)(5)Historic Credits (residential portion only)Total Eligible Basis $o $22,406,977**High Cost Area Adjustment (100% or 130%) 130%Total Adjusted Basis $o $29,129,070Applicable Fraction 91%Total Qualified Basis I $26,373,618 $o $26,373,618Applicable Percentage' 9.00%Calculated Credits I $2,373,626 $o $2,373,626

Credits Supported by Eligible Basis I $2,373,626

Phone Number for Contact: ( 7 1 3 ) 334-5514

Footnotes:

1 An itemi7erl decrOntinn nf all "other" -ems mum- he inrInded at the end nl this eyhihit

2 All Off-Site costs must be just ified by a Third Party engineer in accordance with the Department 's format provided in the Offsite Cost Breakdown form.

3 (i-iTC Only) Site Work expenses, indirect construct ion costs, developer fees, construct ion loan financing and other financing costs may or may not be included in Eligible Basis. Site Work costsmust be justified by a Third Party engineer in accordance with the Department's format provided in the Site Work Cost Breakdown form.

(1-17-C On ly ) Only fees paid to a consultant for duties which are not ordinarily the responsibility of the developer, can be included in Eligible Basis. Otherwise, consulting fees are included in the

Ira llnt inn nf n,evire a , da t ia lr inor fonc

' O n l y ) Provide all costs & Eligible Basis associated with the Development .

( H l t Only) Costs associated wit h const ruct ion of facilit ies that generate revenue through commercial uses or from fees charged to tenants (covered parking individual storage units, etc.)must not be included in Eligible Basis and must be removed from "Total Housing Development Costs" to determine "Total Resident ial Development Costs."

7 ( Hit Only) Use the appropriate Applicable Percentages as defined in 410.3 of the Uniform Mut ifamilv Rules.

Permanent Loan:

THE HAMILTON

Explanation of Other Cost as reflected in Development cost Schedule:

Indirect Construction Cost:

Provision for Misc. Contingency 2 0 , 0 0 0 . 0 0

Construction Loan:

Brokers Fee payable to Resolution Real Estate Services, L.L.C. $ 1 0 0 , 0 0 0 . 0 0Equity Placement fee 4 0 , 0 0 0 . 0 0

TOTAL Other Construction Loan Cost 1 4 0 , 0 0 0 . 0 0

Brokers Fee payable to Resolution Real Estate Services, L.L.C. $ 1 0 0 , 0 0 0 . 0 0

TOTAL Other Permanent Loan Cost 1 0 0 , 0 0 0 . 0 0


TDHCA 14 13143

Tab 28

Summary Sources and Uses of Funds

SummaniofSources and UsesofFunds

F unding Descript ionLien

PositionLoan/Equity Amount

InterestRate (%)

Loan/EquityAmount

InterestRate (%)

Amortization

HOME $o 0% 0% 0NSP $o 0% 0

Mortgage Revenue Bond $o 0%$12,514,664 - 1st 3,500,000 30

$750,000 3.00% 250,000 3.00%$5, 000, 000

5.00%

2nd 5,000,000 0.00% 30

HTC I 1 , 5 0 0 , 0 0 0 4,499,550 14,998,500,9

nescribe all sources of funds and total uses of funds. Information must be consistent with the Information provided throughout the Application (i.e. Financing Narrative, Term Sheets and DevelopmentSt Schedule). Where funds such as tax credits, loan guarantees, bonds are used, only the proceeds going into the development should be identified so that "sources" match "uses."

F inancing Part icipants

DebtTDHCATDHCATDHCABank of AmericaHouston Housing Finance CorpCity of Houston

Bank of America

The Hamilton Developers, LLC

Total Sources of FundsTotal Uses of Funds

Const ruct ion Period

2,337,763

25,101,977

Permanent Period

Third Party Equity

Grant •

1353,477,

25,101,97725,101,977

Deferred Developer

Terra(Yrs)

0

30

30

SyndicationRate

0.95

LienPosition

1st

2nd ' ,


TDHCA # 13143

Tab 29

HOME - Financial Capacity & Construction Oversight

Not Applicable


TDHCA # 13143

Tab 30

Matching Funds (HOME)

Not Applicable


TDHCA # 13143

Tab 31

Financing Narrative

'Commitment of Development Funding by Unit of General Local Government (§11.9(d)(3))

i. Population 2,099,451 x 0 .15 = $ 314,918 or $ 15,000

Population 2,099,451 x 0 .10 = $ 209,945 or $ 10,000

Population

iv. Population

2,099,451 x 0 .05 ,

=$ 104,973 or

or

5,000

$ 1 , 0 0 02,099,451 x 0.025 $ 52 ,486

v. Population 2,099,451 x 0 .01 = $ 20,995 or $ 5 0 0

1

Finance Scoring (for Competitive HTC Applications ONLY)

UGLG Funding AmountPer Unit Funding Amount:

$37313.43284

per unit s c o r i n g threshold: $ 1 5 , 0 0 0 p e r unit

per unit s c o r i n g threshold: $ 1 0 , 0 0 0 p e r unit

per unit s c o r i n g threshold: $ 5 , 0 0 0 p e r unit

per unit s c o r i n g threshold: $ 1 , 0 0 0 p e r unit

per unit s c o r i n g threshold: $ 5 0 0 p e r unit

Firm Commitment from Unit of general Local Government in form of resolution?

Resolution of support from the Governing Body of the city or county in which the Development is located stating that they wouldprovide development funding but have no funding available due to budgetary or fiscal constraints

Eligible Pro-Forma and letter stating the Development is financially feasible.

Eligible Pro-Forma and letter stating Development and Principals are acceptable.

Percent of Units restricted to serve households at or below 30% of AMGI

Housing Tax Credit funding request as a percent of Total Housing Development Cost

10.14%

E lDeve lopmen t Leverages CDBG Disaster Recovery, HOPE VI, or Choice Neighborhood Funding

Housing Tax Credit Request < 7 % of Total Housing Development Cost

Housing Tax Credit Request < 8 % of Total Housing Development Cost

Housing Tax Credit Request < 9 % of Total Housing Development Cost'Be sure no more then 50% of Developer fees ore deferred.

No 1

Self Score Total:1 1 0 5



eligible for points:


5,000,000

eligible for points:12

11

10

9

8

No

IFinancial Feasibility (§11.9(e)(1)) 116

18 I

I

'Leveraging of Private, State, and Federal Resources (§2306.6725(a)(3); §11.9(e)(4))

1 5.98% 11 0 1

3

2

1

3

4.Financing Narrative (All Applications)

Briefly describe the complete financing plan for the Development, including the sources and uses of funds, matching funds (if applicable), and any otherfinancing. The information must be consistent with all other documentation in this section.The total development cost of The Hils of Pflugerville is estimated to be approximately $25,101,977. The development will be financed throughConstruction loan from Bank of America which after construction completion will be converted to a permenant loan, tax credits through TexasDepartment of Housing and Community Affairs, Equity contributions through Bak of America, a Certificate of deposit secured loan through HoustonHousing Finance Corporation, Disaster Recovery funds from City of Houston, and deferred developer fees. The largest portion of the financing for thedevelopment will be the equity received through the sale of housing tax credits. The requested amount of tax credits is $1,500,000 (for a 10 year period)that will result in a total equity of $14,998,500 ($1,500,000 x 10 = $15,000,000 x 1.00 = $15,000,000 x 99,99% = $14,998,500). The equity will be fundedin 5 installments (please refer to Bank of America equity commitment letter). (1) 15% or $2,249,775 will be funded with at closing of the constructionloan financing, (2) 15% or $2,249,775 at 50% of construction completion, (3) 20% or $2,999,700 at construction completion, (4) 45% or $6,411,859 paidat closing of Permenant Mortgage Loan and finally (5) 5% or balance of $712,429 equity to be paid upon receipt of 8609's. The next largest piece of thefunding will be the construction/permanent loan by Bank of America (please refer to Bank of America debt letter). The consruction loan of $12,514)664and not to exceed $12,820,000 will have a term of 30 months from closing with a floating interest rate. This again will be funded per progressconstruction draws in the construction phase. The construction loan will have a conversion component, which will allow the construction loan to convertto permenant financing in the amount of $3,500,000 based on development occupancy and stabalization target dates. This permanent loan interest isestimated to be 5.73% as of the date of the debt letter. The term if the loan will be 18 years with 30-year amortization. City of Houston through itsDisaster Recovery funds is contributing $5,000,000 to the The Hamilton. A conditional commitment from Houston Housing Finance Corporation (a localpolitical subdivision) will be made through a certificate of deposit secured loan in the amount of $750,000. The note will have a maximum term of 5years with a fixed interest rate of 3% Finally, The Hamilton Developers, L.L.C. (a to-be-formed Texas limited liability company), the developer willcontribute $1,353,477 in the form of deferred developer fee.


TDHCA # 13143

Tab

Supporting Documents:

Attachments:

• Statement from City of Houston acknowledging that a request forfunds was submitted and that a decision about funding will occur no

later than September 1, 2013• F i r m Commitment of funding in the amount of $750,000 from Houston

Housing Finance Corporation• Executed Pro Forma from Permanent or Construction Lender

• Letter from Lender regarding approval of Principals• Commitment Letters for Interim and Permanent financing

• Evidence of Owner Contributions* Evidence of Equity Funding


TDHCA # 13143

Statement from City of Houston acknowledging that arequest for funds was submitted and that a decision about

funding will occur no later than September 1, 2013

C I T Y O F H O U S T O N A n n i s e D.Parker

February 27, 2013

Ms. Lily KavthekarThe Hamilton Apartments, L.P.1500 N Post Oak Road, Suite 190Houston, Texas 77057

Dear Ms. Kavthekar:

This letter acknowledges that the City o f Houston Housing and Community DevelopmentDepartment has received the Affordable Rental Housing Application for Disaster Recovery RoundII and HOME Investment Partnership Program funds, in the amount of $5 million, on behalf of TheHamilton Apartments, L.P., and the decision with regards to the awards of such funding will occurno later than September 1, 2013.

The application is submitted for the construction of The Hamilton Apartments, 148-unit multifamilyaffordable housing facility at the 1800 block of St. Joseph Parkway, Houston, Texas, 77003.

Sinc er eIK—

Housing and Community Development Department

Re: I D H C A Application #13143The Hamilton Apartments

Eta ParanskyAssistant DirectoCommercial Division

Mayor

Neal RackleffDirector601 Sawyer Street, Suite 400Houston, Texas 77007

T. (713) 868-8300F. (713) 868-8414www.houstonhousing.org

Council Members: Helena Brown J e rry Davis E l l en R. Cohen W a n d a Adams D a v e Martin A l Hoang Ol i v e r Pennington E dward GonzalezJames G. Rodriguez M i k e Laster L a rry V. Green Stephen C. Costello Andrew C. Burks, Jr. Mel i s s a Nonage C . O. "Brad" Bradford J ac k Christie

Controller: Ronald C. Green


TDHCA # 13143

Firm Commitment Funding in the amount of $750,000 fromHouston Housing Finance Corporation

February 25, 2013

°using Finance Corporation9545 Katy Fwy, Suite 105 Phone: (713) 461-2749Houston, Texas 77024 Fax: (713) 467-7598

John Stephen Ford, Jr.The Hamilton Apartments, L.P.1500 North Post Oak Road, Suite 190Houston, TX 77055

RE: C ommitment for The Hamilton Apartments, Houston, TX

Dear Mr. Ford:

This letter represents the Houston Housing Finance Corporation's ("HHFC") commitment to fundconstruction and development expenses for the above referenced property subject to the termsand conditions listed below. T he HHFC is a Texas public non-profit corporation formed by theCity of Houston pursuant to the Texas Housing Finance Corporation Act, Chapter 394 of theTexas Local Government Code. The HHFC affirms and attests that any funds herein committedwere not first provided to the HHFC by the applicant, the developer, consultant, related party orany individual or entity acting on behalf of the proposed application.

1. B O R R O W E R : T he Hamilton Apartments, L.P.

2. T O T A L LOAN AMOUNT: $750,000.00

3. L O A N TERM: F iv e years after the date of closing

4. C O M M I T M E N T EXPIRATION: This commitment will expire twelve months after the dateof a TDHCA tax credit award letter unless earlier cancelled as per section 10 of thisletter, or unless specifically approved and extended by the HHFC.

5. C O L L A T E R A L : A pledge and assignment o f cash, a money market account, aCertificate of Deposit or an acceptable letter of credit from an HHFC-approved bankwhich shall at all times equal or exceed 100% of the outstanding principal amount of theloan.

6. R A T E : 3 % fixed rate, interest only payable monthly, principal payable on or beforematurity.

7. R E P A Y M E N T SCHEDULE: T h e principal shall be due and payable in one installmenton or before the maturity date. Accrued interest shall be due and payable in monthlyinstallments on the first day of each month. The loan may be prepaid at any time withoutpenalty.

8. L O A N APPLICATION FEE: $1,000 up-front non-refundable fee at the time of application,

9. O T H E R FEES: A fee equal to 1/4 of 1% of the loan amount due and payable within 30days after receipt of TDHCA tax credit award letter; 2% origination fee upon closing andfunding of loan (1% of origination fee may be eligible to be returned to developer if theloan is fully repaid within 6 months).

www.HoustonHFC.com

John Stephen Ford, Jr.Page 2

10. CANCELLAT IO N: This commitment shall be deemed cancelled and void upon the eventof any of the following: a) failure to pay a commitment fee in full when due, or b) uponTDHCA's termination or cancellation, if any, of its Tax Credit Commitment Notice.

11. O T H E R TERMS AND CONDITIONS:a. L e g a l documentation is to be prepared by attorneys representing the HHFC. The

terms, conditions and descriptions contained in this letter are to be more fullydescribed in the legal documents. T h e Borrower is to bear the cost of legaldocuments.

b. T h e Borrower is responsible for paying all o f the direct costs and expensesincurred by the lender in connection with making this loan.

c. T h e Borrower agrees to execute such documents as may be required forconsumer compliance and real estate compliance with all applicable laws andwith credit regulations.

d. T h e HHFC reserves the right to designate portions of the subject loan as acommitment or a conditional commitment. L o a n amounts less than the fullamount of the commitment may be originated and funded.

e. B o r r o w e r must provide documentation acceptable to the HHFC substantiatingthat the property accrues and pays ad valorem taxes to the City of Houston.

Please indicate your acceptance and agreement with the above terms and conditions byexecuting this letter agreement below. Pleas e return the original to me and keep a copy foryour records. Rec eipt of this executed agreement is a prerequisite for initiating the legaldocuments. This commitment shall remain in effect for no more than 30 days from the abovedate unless it is accepted, the application fee paid, and fully executed by all parties within that30-day period. Bey ond that expiration date this commitment shall be null and void. T h iscommitment and any loan made under this commitment shall not be transferable or assignableby the Borrower to any other party.

Should you have any questions, please do not hesitate to call.

HOUSTON HOUSING FINANCE CORPORATION

By: - SJeffrey m i t h , Executive Director

ACCEPTED AND AGREED:

THE HAMILTON APARTMENTS, L.P.

John 18 t e ph e n F or d, Jr ., 14anage r

Date13


TDHCA # 13143 -

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TDHCA # 13143

Letter from Lender regarding approval of Principals

February 27', 2013

Dwayne HensonDwayne Henson Investments,inc.1500 North Post Oak, Ste. 190Houston, TX 77055Email: wd hensonOhotmail.com

Re: L a f a y e t t e Plaza, Houston, Texas

Dear Dwayne,

Project:

Borrower:

VIA EMAIL:

Bank of America 4*-' '4e1P

Merrill Lynch

This letter will serve as a preliminary outline of the terms under which Bank of America (the "Bank") wouldconsider a loan request on the above referenced project. This letter does not represent an offer orcommitment by the Bank for the proposed financing, nor does i t define all the terms andconditions o f a loan commitment, but is a framework upon which a loan request may besubmitted. Issuance of a commitment by the Bank is subject to, among other things, thecompletion of the following items, and approval of the loan request under the Bank's internal

a p p r o v a l process.T h e Bank_may_decline_lo_approvethe loanrequest—Up_on_yourresponset othis letter and after providing any additional information which may be necessary, the Bank willproceed with the necessary due diligence to submit the loan request. The proposed terms andconditions are as follows:

To be Constructed 122-unit affordable senior apartment complex located inHouston, TX.

Single Asset Entity (TBD) f o r m and substance of Borrower must beacceptable to the Bank.

ReportingRequirements: A n n u a l l y : B o r r o w e r and Guarantors' financial statements

Monthly: P r o p e r t y operating statements and rental summary report.

know YourCustomer: W i t h i n five (5) business days of opening an account with Bank, Borrower shall

have delivered to Bank all due diligence materials necessary and relevant toverifying Borrower's identity and background information, as deemed necessaryby Bank in its sole and absolute discretion.

OtherRequirements: A l l of the following to be acceptable to the Bank: documentation and submissions

that are standard for loans of this type including, but not limited to, appraisal,ESA, physical needs assessment, legal documentation, title/survey, proposedstandard lease form, front-end cost and document reviews and acceptance offinal budget (includes adequate contingency, interest carry/operating deficitreserve, e tc. ), re vie w o f plans/specs, condition o f markets/submarkets,

Confidentiality:

Construction Loan

ConstructionLoan Amount:

ConstructionInterest Rate:

ConstructionLoan Term:

ConstructionLoanAmortization:

Commitment Fee:

ConstructionRenewal Options:

revenue/expenses pro-formas, financial review o f Borrower, Guarantor, andgeneral contractor, managemen t agreement and subordination; and (a sapplicable), proof of tax credit award, equity investor and pay-in schedule, proofof tax-exempt status with respect to ad valorem taxes and other terms andconditions as may be required.

This term sheet is strictly confidential and may not be shared with anyone elseother than the owners of Borrower.

Information obtained by the Bank is so far insufficient to establish a loan amount.Based on our general underwriting parameters for what we believe to be similartransactions, the construction loan amount in this transaction would be the lesserof:1) $12,850,0002) 75% LTC based on final Bank approved construction budget or3) 80% LTV based on an appraisal in form and substance acceptable to the

Bank.

30-day LIBOR + 2.25%, floating.

24 months from the loan closing.

Interest only for 24 months

0.50% of the total Loan Commitment, payable at closing.

One, six-month extension option subject to the following:a) N o less than 30 but no more than 90 day written notice of intention to

exercise the option.b) Lien-free construction completion and final C/O of the Project.0 N o event of default having occurred or potential default occurring.d) N o material adverse change in the financial condition o f the Project,

Borrower, and Guarantor.e) Payment o f 0.25% renewal fee based on the then outstanding loan

balance.f) Budge t must be in balance including adequate interest reserves for the

term of the extension.g) Achievement of 90% occupancy.h) Th e project must demonstrate the ability to convert within the extension

period, including achievement of LTV and DSC requirements establishedin original underwriting by the permanent takeout lender and as originallyunderwritten.

i) A l l construction loans mature or are extended concurrent or past theBank's extension date. I f required b y loan documents o r other

Page 2 of 7

Payment andPerformanceGuaranty: 1 0 0 % guaranty of completion, performance and repayment to be provided by

Dwayne Henson and Dwayne Henson Invenstments,Inc. Fo r borrowers that aresingle-asset entities, principal(s) with general liability or guarantor(s) acceptableto the Bank must be jointly and severally liable for completion of the project andrepayment of the financing, including interest and costs. Guarantors may havefinancial covenants that include minimum net worth and liquidity in amounts to bedetermined in underwriting.

Collateral:

General Contractor: T B D . Entity subject to Bank's full due diligence and approval. Guaranteedmaximum price contract required. Contract must require 10% retainage.

Project Budget:

Term Loan:

agreements, consent fo r Bank's extension received from other co-construction lenders, takeout lenders, and investors.

j) A l l takeout comments are extended concurrent with or past the Bank'sextension date.

k) A l l investor commitments include terms or are modified to be consistentwith the Bank's loan.

I) Ra t e adjustment or fee payment, as appropriate, to cover the cost ofrevising the forward rate lock, if any.

m) A ll financial covenants are in compliance, including Guarantor liquidityand net worth.

1) Firs t Lien Deed of Trust on land and improvements constructed thereon.2) UCC filing on furniture, fixtures and equipment.3) Assignment o f rents/leases a n d management/construction/architectural

contracts, etc.4) Assignment of interest rate hedge agreement, if any.

Payment and performance bond or acceptable Letter of Credit required in anamount and issuer acceptable to the Bank.

For vertically integrated entities, Bank may allow an exception with the followingrequirements through construction completion:

• Ge n e ra l Contractor shall provide evidence o f bonding f o r anysubcontractor who has entered into a contract amount in excess of$250,000.

• Deve lope r fee paid upfront and/or during construction will be limitedto no more than 25% of the total fee available.

• Ge n e ra l Contractor guaranty may be required as determined bybank.

Project budget must be approved by the Bank. A minimum 5% constructioncontingency and 31 3/ 0 s o f t c o s t c o n t i ng e n c y s ha l l be b u dg e te d , as well as a

sufficient interest reserve to support the project until it achieves the breakevenpoint. Bank may also require an operating deficit reserve.

Term LoanAmount: L e a s t o f 1 ) 83,750,000; 2 ) 80% LTV based on an appraisal in form and

substance acceptable to the Bank, o r 3) the principal amount based on debtservice payments sufficient to achieve a 1:20 DSCR.

Page 3 of 7

Term LoanInterest Rate:

LTV and DSCR requirement subject to change upon final underwriting. I n theevent that the Project demonstrates a declining Net Operating Income in theProforma, the Term loan Amount will be sized based upon the Project achievinga minimum annual DSCR of 1.05 over the Term Period.

Fixed rate for the life of the financing. Note rate will be fixed immediately prior toconstruction closing based upon then applicable market rates for like tenor andcharacter loans. Th is product currently contains a floor rate that is subject tochange without notice. The Bank estimates that, were the Note rate fixed as ofthe date of this letter, the rate would be approximately 5.73%.

Due to fluctuating US Treasury rates and term market spreads, an underwritingrate of 6.20% has been utilized for Bank analysis.

The interest rate will be forward locked for a period of 24 months. Forward ratelock extension equal to one six-month period will be available at no cost to theBorrower.

Term LoanMaturity: E i g h t e e n years (18) years from the term loan conversion and closing.

Amortization: T h i r t y (30) years

Term Loan Fees: 1 . 0 0 % of the total Loan Commitment, payable 50% at time of rate lock and 50%at time of conversion and funding of Term Loan.

Guaranty: N o n - r e c o u r s e exclusions from key principals relating to fraudulent acts, in formand substance acceptable to Bank.

Other Terms andConditions

Tax Credit Equity:

Conversion Fee equal to $10,000 payable at conversion.

Financial condition of key principals will be subject to Bank review and approval.

Syndicator/Investor Sub ject to Bank approval.

Borrower must provide evidence satisfactory to Bank that it is entitled to anallocation of state and/or federal Tax Credits and agree to perform all actionsnecessary to maintain the Tax Credit allocation. Bank must review and approvethe Tax Credit purchase agreement, commitment letter, partnership agreementand any other documentation evidencing the purchase o f the Tax Credits.Proceeds from the sale or syndication of Tax Credits must be in an acceptableamount and according to a pay-in schedule and funding conditions acceptableto the Bank.

Minimum guidelines are either:• Up -f ro n t investor limited partner equity shall be a minimum of 15% of

total investor limited partner equity. OR• 1 5 % contributed upfront; 25% cumulative contributions b y 50%

completion.

Page 4 of 7

Preliminary T h i s term sheet is presented based on preliminary underwriting that may haveUnderwriting: i n c l u d e d , but is not limited to:

8 A financial evaluation of the sponsors/developer;• Modeling of the property pro-forma;• Pre liminary background screening of sponsors and developers;8 Evaluation of sponsor and developer prior experience and track record,

and financial capacity;• Determination of project feasibility;• Evaluation of construction budget, gap analysis, and adequacy of

contingencies;• Evaluation of market and conditions;• A n y other conditions that are deem necessary or material by the Bank.

Upfront FundingSources:

Assignment of tax credits required.

Total upfront funding sources, which may include tax credit equity, developerequity, and subordinate debt shall equal a minimum of 15% of total developmentcosts and will be advanced prior to the Bank's construction loan.

Secondary Financing: Secondary Financing i s permitted, subject to Bank approval. Se co n d a ryFinancing shall be subordinated to the Bank's lien and secondary creditors shallexecute an intercreditor agreement satisfactory in substance and form to theBank, which limits and restricts the secondary creditor's rights and remedies

- -wi thout the-pr ior-wr it ten-consent-of-the-Bank.Secondary-Financing-subordination

terms and conditions shall be consistent with provisions contained in Bank's formof subordination agreement and allow the potential refinance of the Letter ofCredit. A n y rent or income restrictions which are a condition of any SecondaryFinancing shall be subordinate to the Bank. A ll Secondary Financing loandocuments including the subordination agreement, shall be acceptable to theBank. The Letter of Credit documents shall provide for traditional restrictions onBorrower encumbrances of the property.

Any required "must-pay" subordinate debt service shall be underwritten andincluded in the loan-to-value calculations, as well as factored into the minimumdebt service coverage ratio, as applicable

Sources of Secondary Financing not paid in at closing and to be provided bygovernmental agencies (Federal, State, o r Local) shall be evidenced by acommitment at closing which shall indicate that the allocation has been approvedand funds allocated have been raised, reserved and available, and are notsubject to clawback fo r other governmental priorities and, further, that thecommitment does not obligate funds in excess of funds reserved.

For the Subject transaction, Bank's expectation is that all subordinate financingwill be fully subordinate to both mortgages and payable solely from cash flowafter repayment of the Construction Loan.

Developer FeePayout Schedule: D e v e l o p e r fee payout schedule is subject to Bank review and approval.

Page 5 of 7

Fees andExpenses: B o r r o w e r will pay all reasonable costs incurred by the Bank in connection with

the loans including, but not limited to, legal, environmental, front end costs anddocument review/inspections, physical needs assessment (for existing projectsonly) appraisal and an administrative fee of $2,500.

COMPARISON CATEGORIES ProformaFirst Year Projections

EFFECTIVE GROSS INCOME $958,041OPERATING EXPENSES includino, $587,990replacement reserves

NET OPERATING INCOME $370,051Underwritten Term Interest Rate 610% .Projected Annual Debt Service 275,611

Projected Cash Flow 94,440Projected DSCR 1.34

Deposits:

MaterialAdverse Change:

-Financial Capacity:

As a condition to funding its construction loan, the Bank may require that thereplacement reserve, any operating deficit reserve, operating account, and anyother reserves required by other funding parties to the project be maintained atthe Bank.

Bank of America's obligations hereunder shall terminate if, prior to closing, Bankof America determines, in its sole judgment, that there shall exist any conditionsregarding the property, or the operations, business, assets, liabilities or condition(financial or otherwise, including credit rating) of Borrower or Guarantor, or thereshall have occurred a material adverse change in, o r there shall exist anymaterial adverse conditions in, the market for syndicated bank credit facilities orthe financial, banking, credit o r debt capital markets generally, that could beexpected to cause the loan to become delinquent or prevent any guarantor fromperforming its obligations under any guaranty o r to materially and adverselyaffect the value or marketability of the loan or the property or Bank of America'sability to syndicate the loan.

Assumptions made: T h e terms discussed herein are presented, based on the credit conditions in thepotential transaction as known by Bank o f America. Shou ld additional factscome to light that positively or negatively impact the situation, prices or otherrequirements quoted here may be adjusted.

Texas Department of Housing and Community Affairs (TDHCA) term sheet requirements:

This term letter includes an exhibit that projects total operating expenses, net operating income and debtservice for the first year of stabilized operation as reflected in the pro forma which has been prepared bythe bank using preliminary information provided by the borrower. The attached proforma indicates that thedevelopment pro forma would maintain no less than a 1.15 debt coverage ratio throughout the initial thirtyyears proposed. These projections, which indicate that the Development is expected to be feasible forthirty years, are made based upon information provided by the Borrower and are subject to Bank ofAmerica's due diligence review. T h e following provides the projected total expenses, net operatingincome and debt service for the first year of stabilized operation as reflected in the attached proforma:

In consideration of this request Bank of America has reviewed the financialposition of the proposed principals/guarantors and found that as of the date ofthis letter, the principal(s)/guarantors have been found to be acceptable.

Page 6 of 7

Expiration:

Sincerely,

William FerrellVice-President-Bank of America, N.A.700 Louisiana Street, 5th F l o o rHouston, TX 77054(713) 247-6094

Name:

Title:

Date:

This term sheet will expire at 5:00 p.m. March 20, 2013 unless you execute thisterm sheet and return it to us prior to that time, which may be by facsimiletransmission. Please understand that this term sheet does not represent an offeror commitment by Bank o f America, o r any o f its affiliated entities, fo r theproposed new financing, nor does it define all of the terms and conditions of aloan commitment, but is a framework upon which a loan request may besubmitted. Issuance of a commitment by Bank of America is subject to, amongother things, the approval o f your loan request under the Bank's approvalprocess. I f Bank of America issues a financing commitment in this transaction, itwill in all respects supersede this letter.

Please review the above terms and conditions and feel free to call me with any questions or commentsyou may have. I f you find the above terms and conditions to be acceptable, please indicate so by signingbelow and returning a faxed copy to my attention by the Expiration Date along with a good-faith deposit of$10,000. Upon receipt of the letter and the good-faith deposit, the Bank will proceed with the necessarydue diligence to prepare and submit your loan request, provided, however that in any event, this termsheet will finally expire at 5:00 p.m. April 27, 2013, the date which is sixty (60) days from the date hereof.Your deposit is refundable, less the Bank's out of pocket expenses incurred, should the Bank decline thefinancing opportunity discussed herein. I look forward to hearing from you and working with you on thisand other transactions.

Please submit a loan application as outlined above:

Page 7 of 7


TDHCA # 13143

Commitment Letters for Interim and Permanent financing

February 28,2013

Resolution, Inc.Attn: Steve Ford1500 North Post Oak, Ste. 190Houston, TX 77055Email: steve(resolutioninc.riet

Re: T h e Hamilton, Houston, Texas

Dear Steve,

VIA EMAIL:

Bank of AmericaMerrill Lynch

This letter will serve as a preliminary outline of the terms under which Bank of America (the "Bank") wouldconsider a loan request on the above referenced project. This letter does not represent an offer orcommitment by the Bank for the proposed financing, nor does i t define all the terms andconditions o f a loan commitment, but is a framework upon which a loan request may besubmitted. Issuance of a commitment by the Bank is subject to, among other things, thecompletion of the following items, and approval of the loan request under the Bank's internalapproval-proces-The-Bank-rnay-decline to-approve-the-loan request. Upon your- response-to-this letter and after providing any additional information which may be necessary, the Bank willproceed with the necessary due diligence to submit the loan request. The proposed terms andconditions are as follows:

Project: T o be Constructed 148-unit affordable apartment complex located in Houston,TX.

Borrower:__ _ S i n g l e Asset Entity_cTBD)_--- form and substance_of Borrower-must beacceptable to the Bank.

ReportingRequirements: A n n u a l l y : B o r r o w e r and Guarantors' financial statements

Know YourL.1.15WITIVE

Monthly: P r o p e r t y operating statements and rental summary report.

Within five (5) business days of opening an account with Bank, Borrower shallhave delivered to Bank all due diligence materials necessary and relevant toverifying Borrower's identity and background information, as deemed necessaryby Bank in its sole and absolute discretion.

OtherRequirements: A l l of the following to be acceptable to the Bank: documentation and submissions

that are standard for loans of this type including, but not limited to, appraisal,ESA, physical needs assessment, legal documentation, title/survey, proposedstandard lease form, front-end cost and document reviews and acceptance offinal budget (includes adequate contingency, interest carry/operating deficitreserve, e tc.), re vie w o f plans/specs, condition o f markets/submarkets,

Confidentiality:

Construction Loan

ConstructionLoan Amount:

ConstructionInterest Rate:

Construction-Loan Term:

ConstructionLoanAmortization:

Commitment Fee:

ConstructionRenewal Options:

revenue/expenses pro-formas, financial review o f Borrower, Guarantor, andgeneral contractor, management agreement and subordination; a n d (a sapplicable), proof of tax credit award, equity investor and pay-in schedule, proofof tax-exempt status with respect to ad valorem taxes and other terms andconditions as may be required.

This term sheet is strictly confidential and may not be shared with anyone elseother than the owners of Borrower.

Information obtained by the Bank is so far insufficient to establish a loan amount.Based on our general underwriting parameters for what we believe to be similartransactions, the construction loan amount in this transaction would be the lesserof:1) $12,820,0002) 75% LTC based on final Bank approved construction budget or3) 80% LTV based on an appraisal in form and substance acceptable to the

Bank.

30-day LIBOR + 2.25%, floating.

24 months from the loan closing.

Interest only for 24 months

0.50% of the total Loan Commitment, payable at closing.

One, six-month extension option subject to the following:a) N o less than 30 but no more than 90 day written notice of intention to

e xc ise the option.b) Lien-free construction completion and final C/O of the Project.0 N o event of default having occurred or potential default occurring.d) N o material adverse change in the financial condition o f the Project,

Borrower, and Guarantor.e) Payment o f 0.25% renewal fee based on the then outstanding loan

balance.I) Budge t must be in balance including adequate interest reserves for the

term of the extension.g) Achievement of 90% occupancy.b) Th e project must demonstrate the ability to convert within the extension

period, including achievement of LTV and DSC requirements establishedin original underwriting by the permanent takeout lender and as originallyunderwritten.

i) A l l construction loans mature or are extended concurrent o r past theBank's extension date. I f required b y loan documents o r other

Page 2 of 7

Payment andPerformanceGuaranty: 1 0 0 % guaranty of completion, performance and repayment to be provided by

Steven J. Ford and Resolution Real Estate Services, LLC. Fo r borrowers thatare single-asset entities, principal(s) with general liability o r guarantor(s)acceptable to the Bank must be jointly and severally liable for completion of theproject and repayment of the financing, including interest and costs. Guarantorsmay have financial covenants that include minimum net worth and liquidity inamounts to be determined in underwriting.

Collateral:

agreements, consent fo r Bank's extension received f rom other co -construction lenders, takeout lenders, and investors.

j) A l l takeout comments are extended concurrent with or past the Bank'sextension date.

k) A l l investor commitments include terms or are modified to be consistentwith the Bank's loan.

1) Ra t e adjustment or fee payment, as appropriate, to cover the cost ofrevising the forward rate lock, if any.

m) A ll financial covenants are in compliance, including Guarantor liquidityand net worth.

1) F irs t Lien Deed of Trust on land and improvements constructed thereon.2) U C C filing on furniture, fixtures and equipment.3) Assignment o f rents/leases a n d management/construction/architectural

contracts, etc.4) Assignment of interest rate hedge agreement, if any.

General Contractor: T B D . Entity subject to Bank's fu ll due diligence and approval. Guaranteedmaximum price contract required. Contract must require 10% retainage.

Project Budget: P r o j e c t budget must be approved by the Bank. A minimum 5% constructioncontingency and 3% soft cost contingency shall be budgeted, a s well as asufficient interest reserve to support the project until it achieves the breakevenpoint. Bank may also require an operating deficit reserve.

Term Loan:

Term LoanAmount:

Payment and performance bond or acceptable Letter of Credit required in anamount and issuer acceptable to the Bank.

For vertically integrated entities, Bank may allow an exception with the followingrequirements through-construction completion'

• Ge n e ra l Contractor shall provide evidence o f bonding f o r anysubcontractor who has entered into a contract amount in excess of$250,000.

• Deve lope r fee paid upfront and/or during construction will be limitedto no more than 25% of the total fee available.

• Ge n e ra l Contractor guaranty may be required as determined bybank.

Least of 1) $3,500,000; 2 ) 80 ')/0 L T V ( 9 0 % a l l -i n i n c l u d i ng a l l m u st p ay d e bt )

based on an appraisal in form and substance acceptable to the Bank, or 3) the

Page 3 of 7

Term LoanInterest Rate:

Guaranty:

Other Terms andConditions

Tax Credit -Equity:

principal amount based on a ll must-pay debt service payments sufficient toachieve a 1:20 DSCR.

LTV and DSCR requirement subject to change upon final underwriting. I n theevent that the Project demonstrates a declining Net Operating Income in theProforma, the Term loan Amount will be sized based upon the Project achievinga minimum annual DSCR of 1.05 over the Term Period.

Fixed rate for the life of the financing. Note rate will be fixed immediately prior toconstruction closing based upon then applicable market rates for like tenor andcharacter loans. Th is product currently contains a floor rate that is subject tochange without notice. Th e Bank estimates that, were the Note rate fixed as ofthe date of this letter, the rate would be approximately 5.73%.

The interest rate will be forward locked for a period of 24 months. Forward ratelock extension equal to one six-month period will be available at no cost to theBorrower.

Term LoanMaturity: E i g h t e e n years (18) years from the term loan conversion and closing.

Amortization: T h i r t y (30) years

Term Loan Fees: 1 . 0 0 % of the total Loan Commitment, payable 50% at time of rate lock and 50%at time of conversion and funding of Term Loan.

Conversion Fee equal to $10,000 payable at conversion.

Non-recourse exclusions from key principals relating to fraudulent acts, in formand substance acceptable to Bank.

Financial condition of key principals will be subject to Bank review and approval.

Syndicator/investor: Sub ject to Bank approval.

Borrower must provide evidence satisfactory to Bank that it is entitled to anallocation of state and/or federal Tax Credits and agree to perform all actionsnecessary to maintain the Tax Credit allocation. Bank must review and approvethe Tax Credit purchase agreement, commitment letter, partnership agreementand any other documentation evidencing the purchase o f the Tax Credits.Proceeds from the sale or syndication of Tax Credits must be in an acceptableamount and according to a pay-in schedule and funding conditions acceptableto the Bank.

Minimum guidelines are either:• Up -f ro n t investor limited partner equity shall be a minimum of 15% of

total investor limited partner equity. OR• 1 5 % contributed upfront; 25% cumulative contributions b y 50%

completion.

Page 4 of 7

Assignment of tax credits required.

Preliminary T h i s term sheet is presented based on preliminary underwriting that may haveUnderwriting: i n c l u d e d , but is not limited to:

• A financial evaluation of the sponsors/developer;• Modeling of the property pro-forma;• Pre liminary background screening of sponsors and developers;6 Evaluation of sponsor and developer prior experience and track record,

and financial capacity;• Determination of project feasibility;• Evaluation of construction budget, gap analysis, and adequacy of

contingencies;• Evaluation of market and conditions;• A n y other conditions that are deem necessary or material by the Bank.

Upfront FundingSources: Total upfront funding sources, which may include tax credit equity, developer

equity, and subordinate debt shall equal a minimum of 15% of total developmentcosts and will be advanced prior to the Bank's construction loan.

Secondary Financing: Secondary Financing i s permitted, subject to Bank approval. Seconda ryFinancing shall be subordinated to the Bank's lien and secondary creditors shallexecute an intercreditor agreement satisfactory in substance and form to theBank, which limits and restricts the secondary creditor's rights and remedieswithout the prior written consent of the Bank. Secondary Financing subordinationterms and conditions shall be consistent with provisions contained in Bank's formof subordination agreement and allow the potential refinance o f the Letter ofCredit. A n y rent or income restrictions which are a condition of any SecondaryFinancing shall be subordinate to the Bank. A ll Secondary Financing loandocuments including the subordination agreement, shall be acceptable to theBank. The Letter of Credit documents shall provide for traditional restrictions onBorrower encumbrances of the property.

Any required "must-pay" subordinate debt service shall be underwritten andincluded in the loan-to-value calculations, as well as factored into the minimumdebt service coverage ratio, as applicable.

Sources of Secondary Financing not paid in at closing and to be provided bygovernmental agencies (Federal, State, o r Local) shall be evidenced b y acommitment at closing which i n d i c a t e that the allocation has been approvedand funds allocated have been raised, reserved and available, and are notsubject to clawback fo r other governmental priorities and, further, that thecommitment does not obligate funds in excess of funds reserved.

For the Subject transaction, Bank's expectation is that all subordinate financingwill be fully subordinate to both mortgages and payable solely from cash flowafter repayment of the Construction Loan.

Developer FeePayout Schedule: D e v e l o p e r fee payout schedule is subject to Bank review and approval.

Page 5 of 7

Fees andExpenses: B o r r o w e r will pay all reasonable costs incurred by the Bank in connection with

the loans including, but not limited to, legal, environmental, front end costs anddocument review/inspections, physical needs assessment (for existing projectsonly) appraisal and an administrative fee of $2,500.

Deposits: A s a condition to funding its construction loan, the Bank may require that thereplacement reserve, any operating deficit reserve, operating account, and anyother reserves required by other funding parties to the project be maintained atthe Bank.

COMPARISON CATEGORIES ProformaFirst Year Projections

EFFECTIVE GRn" INCOME $1,206,648OPERATING EXPENSES including $697,850replacement reserves

NET OPERATING INCOME $508,797Underwritten Term Interest Rate 5.73%Projected lst Lien Debt Service $244,567Projected 2nd L i e n D e bt S e rv i ce

$166,666Projected Cash Flow $97,564

Projected DSCR 1 . 2 4

MaterialAdverse Change: Bank of America's obligations hereunder shall terminate if, prior to closing, Bank

of America determines, in its sole judgment, that there shall exist any conditionsregarding the property, or the operations, business, assets, liabilities or condition(financial or otherwise, including credit rating) of Borrower or Guarantor, or thereshall have occurred a material adverse change in, o r there shall exist anymaterial adverse conditions in, the market for syndicated bank credit facilities orthe financial, banking, credit or debt capital markets generally, that could beexpected to cause the loan to become delinquent or prevent any guarantor fromperforming its obligations under any guaranty o r to materially and adverselyaffect the value or marketability of the loan or the property or Bank of America'sability to syndicate the loan.

Assumptions made: T h e terms discussed herein are presented, based on the credit conditions in thepotential transaction as known by Bank of America. Shou ld additional factscome to light that positively or negatively impact the situation, prices or other

requirements-quoted-here-may-beadjusted

Texas Department of Housing and Community Affairs (TDHCA) term sheet requirements:

This term letter includes an exhibit that projects total operating expenses, net operating income and debtservice for the first year of stabilized operation as reflected in the pro forma which has been prepared bythe bank using preliminary information provided by the borrower. The attached proforma indicates that thedevelopment pro forma would maintain no less than a 1.15 debt coverage ratio throughout the initial thirty

y e a r s proposed_These_projections,wbichindicatethattheDevelopmentis_experAed_to_befeasiblef o rthirty years, are made based upon information provided by the Borrower and are subject to Bank ofAmerica's due diligence review. T h e following provides the projected total expenses, net operatingincome and debt service for the first year of stabilized operation as reflected in the attached proforma:

Financial Capacity: I n consideration of this request Bank o f America has reviewed the financialposition of the proposed principals/guarantors and found that a s of the date ofthis letter, the principal(s)/guarantors have been found to be acceptable.

Page 6 of 7

Expiration: This term sheet will expire at 5:00 p.m. March 20, 2013 unless you execute thisterm sheet and return it to us prior to that time, which may be by facsimiletransmission. Please understand that this term sheet does not represent an offeror commitment by Bank of America, o r any o f its affiliated entities, fo r theproposed new financing, nor does it define all of the terms and conditions of aloan commitment, but is a framework upon which a loan request may besubmitted. Issuance of a commitment by Bank of America is subject to, amongother things, the approval o f your loan request under the Bank's approvalprocess. I f Bank of America issues a financing commitment in this transaction, itwill in all respects supersede this letter.

Please review the above terms and conditions and feel free to call me with any questions or commentsyou may have. I f you find the above terms and conditions to be acceptable, please indicate so by signingbelow and returning a faxed copy to my attention by the Expiration Date along with a good-faith deposit of$10,000. Upon receipt of the letter and the good-faith deposit, the Bank will proceed with the necessarydue diligence to prepare and submit your loan request, provided, however that in any event, this termsheet will finally expire at 5:00 p.m. April 28 2013, the date which is sixty (60) days from the date hereof.Your deposit is refundable, less the Bank's out of pocket expenses incurred, should the Bank decline thefinancing opportunity discussed herein. I look forward to hearing from you and working with you on thisand other transactions.

Sincerely,

William FerrellVice PresidentBank of America, N.A.700 Louisiana Street, 5 ' FloorHouston, TX 77054(713) 247-6094

Please submit a loan application as outlined above:

Name:

Title:

Date:

Page 7 of 7

rev, 10-25•2011 REVISED HamIlton_PAF • 245,

13

rev, 10-25•2011 REVISED HamIlton_PAF • 245,

13

Bank of America, NA.

Vice PresidentWilliam Ferrell

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TDHCA # 13143

Evidence of Equity Funding

February 27, 2013

Resolution, Inc.Attn: Steve Ford1500 North Post Oak, Ste. 190Houston, TX 77055Email: [email protected]

Re: T h e Hamilton ApartmentsHouston, Texas

Dear Steve:

BankofAmerica're:V.'

Merrill Lynch

Community Development Banking Group700 Louisiana, 5th F l o o rHouston, Texas 77002

TX4-213-05-15Cassandra Silvemail

Senior Vice President713.247.6645

We have had the opportunity to review your Hamilton Apartments development and wanted tolet you know of our interest in being the equity investor for the transaction. In conjunction withour Community Development Banking lenders, we are able to provide a one-stop solution foraffordable housing developers, and a complete array of financial products that we believe willmeet your needs.

The information we have received indicates that The Hamilton Apartments is a 148-unit projectlocated in Houston, Harris County, Texas. We also understand that the project is projected tosupport 9% Federal credits totaling $1,500,000. Based on this information, we proposepreliminary pricing of $1.00 per credit to purchase a 99.99'A limited partnership interest raising$14,998,500 i n equity with the following equity pay ins: 15% a t closing, 15% duringconstruction, 20% at completion, 45% at conversion, and 5% at the delivery of 8609s. Pleasenote that we will re-evaluate our pricing 60 days before closing, which is anticipated to be in thelst Quarter 2014, and our pricing will reflect our yield and shareholder requirements at that point

in time. Developer Fees are estimated to be $2,909,606, of which $571,843 is anticipated to bepaid prior to receipt o f certificates o f occupancy, and after receipt o f all permanent sources,$1,353,477 is anticipated to be deferred and paid from project net cash flow. Additionally thebank does no t charge syndication, consulting, legal, o r other costs so 100% o f theaforementioned equity is invested in the partnership.

1

This equity investment is subject to your acceptance o r a Bank o f America proposal fo rconstruction and/or term debt, verification o f projection information, and completion o f ourunderwriting, due diligence and documentation. During and due to this process, the terms andconditions may change.

Bank of America's LIHTC equity and affordable housing debt products will provide you withthe strength o f Bank o f America's franchise, as well as competitive pricing, and expeditedunderwriting and closing.

Please contact me with any questions you may have. I look forward to working with you again.

Best regards,

Senior Vice PresidentBank of America

cc: D a k a r Gibbs, Bank of America Merrill LynchWilliam Ferrell, Bank of America Merrill Lynch

2


TDHCA # 13143

Tab 33

Sponsor Characteristics

2.

NoNo

NEM

The HUB has experience directly related to the housing industry. (mark all that apply)

OProperty Management

El

El

Ownership Interest: C A N N O T BE LESS THAN 5%

Cash flow from operations: C A N N O T BE LESS THAN 5%Developer Fee: C A N N O T BE LESS THAN 5%

Total: 0.000%

ElConstruction

Sponsor Characteristics (Competitive HTC Only)Self Score Total:I 9 8 I

IPursuant to §11.9(b)(2) of the Qualified Allocation Plan, an Application may qualify to receive up to one (1) point provided the ownership structure meets one of the following requirements in

parts 1 or 2 below;

lApplication is attempting to score as a Quaffed Nonprofit and meets the criteria below:

1Application is applying under the Nonprofit Set-Aside, and

The Qualified Nonprofit has some combination of ownership interest, cash flow from operations, and developer fee which taken together equal at least 80% and no less than 5% for anycategory.

The Qualified Nonprofit will materially participate in the Development and the operation of the Development throughout the Compliance Period.-

The Qualified Nonprofit has experience directly related to the housing industry. (mark all that apply)

OProperty Management OConstruction ODevelopment lainancing OCompliance

OThere is no relationship between the Principals of the Qualified Nonprofit and any Principals of the Applicant or Developer. (unless the Related Party is wholly-owned subsidiary of the

Nonprofit)

E lEv idence of experience in the housing industry and a statement regarding material participation are provided behind this tab.

lApplication is attempting to score as a HUB and meets the criteria below:

1Yes The ownership structure contains a HUB, and evidence from the Texas Comptroller of Accounts is provided behind this Tab.

The HUB has some combination of ownership interest, cash flow from operations, and developer fee which taken together equal at least 80% and no less than 5% for any category.

Ownership Interest: 5 1 . 0 0 %

Cash flow from operations: 51.00%

Developer Fee: 51.00%Total: 153.00%

Yes T h e HUB will materially part icipate in the Development and the operat ion of the Development throughout the Compliance Period.

El Development I : F i n a n c i n g ElCompliance

There is no relat ionship between the Principals of the HUB and any Principals of the Applicant or Developer. (unless the Related Party is wholly-owned subsidiary of the HUB)

Evidence of experience in the housing industry and a statement regarding material participation are provided behind this tab.

Elgible Points:

Eligible Points:

0

I 1 I

Certificate/VID Number:File/Vendor Number:Approval Date:Expiration Date:

faft of Cr/rxasHistorically Underutilized Business

Certification and Compliance Program-

r .

NA

The Texas Comptroller of Public Accounts (CPA),hereby certifies that

RESOLUTION, INC.has successfully met the established requirements of the

State of Texas Historically Underutilized Business (HUB) Programto be recognized as a HUB.

This certificate, printed 1 5-A P I R-2 0 1 1 , s u p e r s e de s a n y r e g i s t ra t i o n a nd c e r t ifi c a te p r ev i ou s l y i ss ue d by the

HUB Program. If there are any changes regarding the information (i.e., business structure, ownership, day-to-day management, operational control, addresses, phone and fax numbers or authorized signatures) provided inthe submission of the business' application for registration/certification as a HUB, you must immediately (within30 days o f such changes) notify the HUR Program in writing. The CPA reserves the right to conduct acompliance review at any time to confirm HUB eligibility. HUB certification may be suspended or revoked uponfindings of ineligibility.

17420926564008587814-APR-201114-APFI-2015

7 w1A.O•tizw-r-,

•

Paul A. GibsonStatewide HUB Program ManagerTexas Comptroller of Public AccountsTexas Procurement and Support Services Division

Note: In order for State agencies and institutions of higher education (universities) to be credited for utilizing thisbusiness as a HUB, they must award payment under the Certificate/VID Number identified above. Agencies anduniversities are encouraged to validate HUB certification prior to issuing a notice of award by accessing theInternet (http://www.window.state.bc.us/procurementllombl/hubonly.html) or by contacting the HUB Program at(888) 862-5881 or (512) 463-5872.


TDHCA # 13143

Tab 33 (Continued)

Evidence of experience in the Housing Industry and a statementregarding material participation

BEFORE ME, the undersigned authority, on this day personally appeared CyndiFord, Manager of The Hamilton GP, LLC the General Partner of The HamiltonApartments, LP, the a pp l i c an t, k n o w n t o m e t o b e t he p e rs o n w ho s u b sc r i be d his

name below and who, after having been first duly sworn by me, on oath deposesand says:

Resolution, Inc. a certified HUB and 51% member of The Hamilton GP, LLC, theGeneral Partner of The Hamilton Apartments, LP has experience directly relatedto Construction, Development, Financing and Compliance i n the housingindustry. Furthermore, Cyndi Ford, President and J. Steve Ford, Vice-Presidentof Resolution, Inc. w il l materially participate in all aspects o f the construction,development, financing and compliance of The Hamilton.

EXECUTED this 26' day of February, 2013.

Cynch o r , President

Subscribed and sworn before me by Cyndi Ford, on this 26th d a y o f F e b r u a r y ,2013.

Notary Pu lic

LY KAVTNEKARMy Commission Expires

November 10, 2015

Mr. J. Steve FordHampshire Court Apartments, LP1500 North Post Oak Road, Suite 1500Houston, Texas 77055

BOARD MEMBERSJ. Paul Cher, Chair

Rick Perry T o m H. Gann, Vice ChairGOVERNOR L e a k Bingham-Escarefio

Dear Mr. Ford:

TEXAS DEPARTMENT OF HOUSING AND COMMUNITY AFFAIRSnamv.idhautale.kmas

February 1, 2013

RE: REQUEST FOR EXPERIENCE CERTIFICATE UNDER 2013 UNIFORM MULTIFAMILY RULES

(ii) Experience may not be established for a Person who at any time within the precedingthree years has been involved with affordable housing that has been in material non-compliance under the Department's rules or for affordable housing in another state, hasbeen the subject of issued IRS Form 8823 citing non-compliance that has not been or isnot being corrected with reasonable due diligence.

(iv) Notwithstanding the foregoing, no person may be used to establish such requiredexperience i f that Person or an Affiliate of that Person would not be eligible to be anApplicant themselves.

Lowell A. KeigJuan S. Munoz, PhD

J. Mark McWattera

Writer's direct phone 512-475-2213Email: [email protected]

We have reviewed your request for an experience certificate, which is provided to individualsthat meet the requirements o f §10.204(5) o f the Uniform Multifamily Rules. In order to meet theexperience requirements an individual must establish that they have experience in the development andplacement in service of at least 150 residential units. We find that the documentation you have providedis sufficient to establish this required experience. Additionally, you have certified to compliance with therequirements of §10.204(5)(B), including the following requirements:

Should you choose to participate as a member o f the Development Team or an individualproviding experience for any Application submitted for funding, a Previous Participation Review (10TAC §1.5) may be conducted prior to any award of funds. Additionally, should it be determined at anypoint in time that the information provided in your request for experience is fraudulent, knowinglyfalsified, intentionally or negligibly materially misrepresented, or omits relevant information, thiscertificate of experience is null and void and. you may be subject to other sanctions under the TexasDepartment of Housing and Community Affairs' rules and requirements.

221 East l l t h Street P . O . Box 13941 Aus t in , Texas 78711-3941 ( 8 0 0 ) 525-0657 (512) 475-3800 P o x i l

REQUEST FOR EXPERIENCE CERTIFICATE UNDER 2013 UNIFORM MULTIFAMILY RULESPage 2

I f you have any questions or concerns regarding this certificate or the experience requirements,please contact Jean Latsha [email protected]'tx.us.

Sincerely,

earner° D o r s e yDirector of Multifamily Finance


I f you have any questions or concerns regarding this certificate or the experience requirements,please contact Jean Latsha [email protected]'tx.us.

Sincerely,

earner° D o r s e yDirector of Multifamily Finance


TDHCA # 13143

TAB 34

Applicant & Developer Ownership Chart

Summary of Organizational Structure

Of

The Hamilton Apartments, LP(a to-be formed Texas limited partnership)

Project Owner: T h e Hamilton Apartments, LP(a t o-b e-f o rm ed l imi ted par tnership)

General Partner:

Managers of General Partner:

Limited Partner:

Ownership Percentages:

Guarantors:

The Hamilton GP, LLC(a t o-b e f or me d Texas limited liability company)

John Stephen Ford, Jr.J. Steve FordCyndi Ford

Member of General Partner: J o h n Stephen Ford, Jr. (49%)Resolution, Inc. (51%)

Cyndi Ford

.01% General Partner99.99% Limited Partner

J. Steve Ford

The Hamilton Apartments, LP (Applicant)(a to-be-formed Texas limited partnership)

OWNERSHIP FLOW CHART

OWNER

The Hamilton Apartments, LP(a to-be-formed Texas limited partnership)

Managing General PartnerThe Hamilton GP, LLC

(a to-be formed Texas limited liability company)

J. Steve Ford M a n a g e rCyndi Ford M a n a g e rJohn Stephen Ford, Jr. M a n a g e r

.01'370 Ownership

Resolution, Inc.Certified HUB

Sole Member51% Ownership

Cyndi Ford P r e s i d e n t (100%Shareholder)

J. Steve Ford Vice-President

Limited Partner

Cyndi Ford

99.99% Ownership

John Stephen Ford,Jr.

Individual

49% Ownership

The Hamilton Apartments, LP (Applicant/ Project Owner)The Hamilton Apartments (The Project)

The Hamilton Developers, L.L.C. (The Developer)(A to-be-formed Texas limited liability company)

The Hamilton Developers, LLC(A to-be formed Texas limited liability company)

Developer Entity (100% ownership)

J. Steve Ford M a n a g e rCyndi Ford M a n a g e rJohn Stephen Ford, Jr. M a n a g e r

Resolution, Inc.Certified HUB

Member (51% ownership)Cyndi Ford P r e s i d e n t

100% Shareholder

J. Steve Ford Vice-President

ORGANIZATIONAL CHART

3

John Stephen Ford,Jr.

(49% ownership)

Individual

Corporations SectionP.O.Box 13697Austin, Texas 78711-3697

Office of the Secretary of State

CERTIFICATE OF RESERVATION OFENTITY NAME

OF

The Hamilton Apartments, LP

John Stephen Ford Jr1500 North Post Oak Road, Suite 190, Houston, TX 77055

John SteenSecretary of State

The undersigned, as Secretary of State of Texas, hereby certifies that the above entity name has beenreserved in this office pursuant to the provisions of Section 5.101 of the Texas Business OrganizationsCode for the exclusive use of

for a period of one hundred twenty days after the date hereof

This name reservation does not authorize the use of a name in this state in violation of the rights ofanother under the federal Trademark Act of 1946, the Texas trademark law, the Assumed Business orProfessional Name Act, or the common law.

Dated: 02/12/2013

Phone: (512) 463-5555Prepared by: Delores Eitt


Come visit as on the internet at http:/Anviv.sos.state.tmits/Fax: (512) 463-5709 D i a l : 7-1-1 for Relay Services

TM: 10317 D o c u m e n t : 465391010002


February 12, 2013

Attn: LBK, Ltd.LBK, Ltd.13930 Carrington LaneCypress, TX 77429 USA

RE: The Hamilton Apartments, LPFile Number: 801731875

Enclosed is the certificate of reservation for the referenced entity name. The name is reserved for aperiod of 120 days from the date shown on the certificate. T h is name reservation can be used toorganize a domestic fi ling entity, to change the name of a fi ling entity, or to make an application forregistration of a foreign fi ling entity to transact business in Texas. T he right to use this reservationmay be transferred to another person by fi ling with this office a notice of transfer. During the period ofreservation, a registrant may terminate the reservation by fi ling a withdrawal of the reservation.

This reservation may be renewed by fi ling an application for name reservation in the mannerprescribed for the fi ling of an original application. T he renewal application may be fi led during thethirty (30) days preceding the expiration date of the reservation period. I f no action has been taken torenew the reservation or to fi le an instrument using the above name during the 120-day period, thereservation will expire and other requests, if any, for the name will be honored.

When submitting a fi ling instrument utilizing this reservation, please submit a copy of this reservation.I f we can be of further service at any time, please let us know.

Sincerely,

Corporations SectionBusiness & Public Filings Division(512) 463-5555Enclosure




Come visit us on the interne at http://www.sos.state.us/Fax: (512) 463-5709 D i a l : 7-1-1 for Relay Services

T1D: 10290 D o c u m e n t : 465391010002

Corporations SectionPD.Box 13697Austin, Texas 78711-3697

Dated: 02/12/2013



CERTIFICATE OF RESERVATION OFENTITY NAME

OF

The Hamilton GP, LLC


The undersigned, as Secretary of State of Texas, hereby certifies that the above entity name has beenreserved in this office pursuant to the provisions of Section 5.101 of the Texas Business OrganizationsCode for the exclusive use of

John Stephen Ford Jr1500 North Post Oak Road, Suite 190, Houston, TX 77055

for a period of one hundred twenty days after the date hereof.

This name reservation does not authorize the use of a name in this state in violation of the rights ofanother under the federal Trademark Act of 1946, the Texas trademark law, the Assumed Business orProfessional Name Act, or the common law.


Come visit us on the internet at http://www.sos.state.tx.us/Fax: (512) 463-5709 D i a l : 7-1-1 for Relay Services

T1D: 10317 D o c u m e n t : 465391010003


February 12, 2013

Attn: LBK, Ltd.LBK, Ltd.13930 Carrington LaneCypress, TX 77429 -U S ARE: The Hamilton GP, LLCFile Number: 801731878

Enclosed is the certificate of reservation for the referenced entity name. T he name is reserved for aperiod of 120 days from the date shown on the certificate. T h is name reservation can be used toorganize a domestic fi ling entity, to change the name of a fi ling entity, or to make an application forregistration of a foreign fi ling entity to transact business in Texas. The right to use this reservationmay be transferred to another person by fi ling with this office a notice of transfer. During the period ofreservation, a registrant may terminate the reservation by fi ling a withdrawal of the reservation.

This reservation may be renewed by fi ling an application for name reservation in the mannerprescribed for the fi ling of an original application. The renewal application may be filed during thethirty (30) days preceding the expiration date of the reservation period. I f no action has been taken torenew the reservation or to fi le an instrument using the above name during the 120-day period, thereservation will expire and other requests, if any, for the name will be honored.

When submitting a fi ling instrument utilizing this reservation, please submit a copy of this reservation.I f we can be of further service at any time, please let us know.

Sincerely,

Corporations SectionBusiness & Public Filings Division(512) 463-5555Enclosure

Phone: (512) 463-5555Prepared by: Delores Ent



Come visit us on the interne at http://www.sos.state.baus/Fax: (512) 463-5709 D i a l : 7-1-1 for Relay Services

TID: 10290 D o c u m e n t : 465391010003

APPLICANT: THE HA1\4ILTON APARTMENTS, LP

TDHCA # 13143

Tab 35

List of Organizations and Principals

List of Organizations and PrincipalsProvide the requested information fo r all partnerships, corporations , limited liab ility companies, trus ts , or any other public or private e n tity and the ir Affi liates identifi ed on the Owner and DeveloperOrganization Charts. Organizations th a t own o r control o ther organizations should also be identifi ed un til the only remaining sub-entity would be natural persons. Organizations tha t are Developersand/or Guarantors mus t also be lis ted on this form as mus t any organization (and natural person whose ownership interes t in an applicable en tity is direc t instead o f via membership in an organization)that w ill receive more than 10% o f the developer fee. (Note - Entity Names, Princ ipals, and ownership percentage should coincide w ith the Owner and Developer Organization Charts)

Org. 1

Org.

Applicant Legal Name, T h e Hamilton OP, LLC

Address: 1 5 0 0 North Pos t Oak Road, Suite 190

Name (s) o f Entities the Organization Owns or Controls:

Organization has previous TDHCA Experience:

TDHCA Experience:

Organization Legal Name: T h e Hamilton Developers, LLC

Organization is identifi ed on Org. Chart: Y e s

TDHCA Experience:

City: Hous ton

The Hamilton Apartments , IF

State: T e x a s Z i p : 7 7 0 5 5

Is organization legally formed? N o D a t e o f Formation: N / A L e g a l Form o f Organization is or w ill be: L i m i t e d liab ility Corporation

No P h o n e : ( 7 1 3 ) 334-5514 Ema i l : s t e v e @ r e s o l u t i o n i n c . n e t

Organization regal Name: R e s o l u t i o n , Inc . R o l e / t i t l e M e m b e r o f General Partner

Address: 1 5 0 0 North Pos t Oak Road, Suite 190 C i t y : Hous ton

Name(s) o f Entities the Organization Owns or Controls: T h e Hamilton OP, L1C

State: T e x a s Z i p : 7 7 0 5 5

Is organization legally formed? Y e s D a t e o f Formation: 2 / 1 9 / 8 0 L e g a l Form o f Organization is or w ill be:

Organization has previous TDHCA Experience: Y e s P h o n e : 7 1 3 3 3 4 5 5 1 4 E m a i l : s t e v e @ r e s o l u t i o n i n c . n e t

Organization is identifi ed on Org. Chart: Y e s

List o f Sub-Entities or Principals:

1. J . Steve Ford 2 . C y n d i Ford 3 .TDHCA Experience: Y e s T D H C A Experience: Y e s T D H C A Experience:

4. 5 . 6 .TDHCA Experience: T D H C A Experience:

Sole/Title D e v e l o p e r

Address: 1 5 0 0 North Pos t Oak Road, Suite 190 C i t y : Houston S t a t e : T e x a s Z i p : 7 7 0 5 5

Name(s) o f Entities the Organization Owns or Controls:

Is organization legally formed? N o D a t e o f Formation: N / A L e g a l Form o f Organization is or w ill be: L i m i t e d Liability Corporation

Organization has previous TDHCA Experience: N o P h o n e : 7 1 3 3 3 4 5 5 1 4 E m a i l : s t e v e @ r e s o l u t i o n i n c . n e t

List o f Sub-Entities or Principals:

1. R e s o l u t i o n , Inc . 2 . 3 .TDHCA Experience: Y e s T D H C A Experience:

4. 5 - 6 .TDHCA Experience:

TDHCA Experience: T D H C A Experience:

Corporation

Org.

Org.

Organization Legal Name J. Steve Ford Role/Title L i m i t e d Partner

Address: 1 5 0 0 North Pos t Oak Road, Suite 190 C i t y : Hous ton S t a t e : T e x a s Z i p : 7 7 0 5 5

Na me(s) o f Entities the Organization Owns or Controls: T h e Hamilton Apartments , IF

Is organization legally formed? N o D a t e o f Formation: N / A L e g a l Form o f Organization Is or w ill be: L i m i t e d Partnership

Organization has previous TDHCA Experience: Y e s P h o n e : 7 1 3 3 3 4 5 5 1 4 E m a i l : s t e v e @ r e s o l u t i o n i n c . n e tOrganization is identifi ed on Org. Chart: Y e s

List o f Sub-Entities o r Principals:1. 2 . 3 .

TDHCA Experience: T D H C A Experience: T D H C A Experience:4. 5 . 6 .

TDHCA Experience:

Organization Legal Name J o h n Stephen Ford, Jr. R o l e / T le M e m b e r o f General Partner

Address: 1 5 0 0 North Pos t Oak Road, Suite 1500 C i t y : Hous ton

Name(s) o f Entities the Organization Owns or Controls: T h e Hamilton GP, LLC


State: T e x a s Z i p : 7 7 0 5 5

Is organization legally formed? N o D a t e o f Formation: N / A L e g a l Form o f Organization is or w ill be:

Organization has previous TDHCA Experience: Y e s P h o n e : 7 1 3 3 3 4 5 5 1 4 E m a i l : J o h n @ r e s o l u t i o n i n c . n e t

Organization is identifi ed on Org. C har t Y e s

List o f Sub-Entities or Principals:1 2 . 3 .

TDHCA Experience: T D H C A Experience: T D H C A Experience:4. 5 . 6 .

TDHCA Experience: T D H C A Experience: T D H C A Experience:

g.

Org.

Organization Legal Name R o l e / T i t l e

Address: C i t y :

Horne(s) o f Entities the Organization Owns or Controls:

Is organization legally formed? D a t e o f Formation:

Organization has previous TDHCA Experience: P h o n e :

Organization is identifi ed on Org. Chart:

List o f Sub-Entities or Principals:1.

TDHCA Experience: T D H C A Experience: T D H C A Experience:4. S . 6 .

TDHCA Experience:

Organization Legal Name: g a l e / T i t l e

Legal Form o f Organization is or w ill be:

Email:

2. 3 .


Address: C i t y : S l a t e : Z i p :

Name(s) o f Entities the Organization Owns or Controls:

Is organization legally formed? D a t e o f Formation: L e g a l Form o f Organization is or w ill be:

Organization has previous TDHCA Experience: P h o n e : E m a i l :

Organization is identifi ed on Org. Chart.

List o f Sub-Entities or Principals:1. 2 . 3 .

4TDHCA Experience: TDHCA Experience:

5. 6.

State: Z i p :

TDHCA Experience:

TDHCA Experience: T D H C A Experience: T D H C A Experience:


TDHCA # 13143

Tab 36

Previous Participation

Previous Participation

TDHCA RV Property Name Property CityTotal #of Units Program

ContractBegin

(111m/YY)

Contract End(mmillY)

4410 The Vistas Apartments Marble Falls 124 HTC, MRB 1-Mar Current2007 Portside Villas Apartments Ingleside 144 HTC, MRB 2-Oct Current4161 Park Meadows Boerne 100 HTC, MRB May-97 Current

99003 Fairmont Oaks Apartments La Porte 188 HTC Jan-99 Current5246 Villas at Henderson Place Cleburne 140 5-Sep Current7038 Blufiview Villas Brenham 76 HTC, MRB,HTF 9-Mar Current7008 Friendship Place Fredrickberg 76 HTC 9-Mar Current9313 Hampshire Court Apartments Pasadena 159 HTC 9-Dec Current

10227 Tarrington Court Apartments Houston 153 HTC 10-J ul

Current

TDHCAContract

IDttGrantee, Contractor or Sub-Recipient Name

Grantee, Contractor, orS u b-R ec i pi e nt City

ContractAmount Program

ContractBegih

(mm/YY)

Contract End(mmillY)

N/A

Sections 1, 2 and 3 must be completed by each person that has an ownership interest in the Development Owner, Developer or Guarantor. Nonprofit entities,ublic housing authorities and publicly traded corporations are required to submit documentation for the entities involved; documentation for individual

board members and executive directors is also required for this exhibit.

Person/Entity from List of Orgs & Principals: R e s o l u t i o n Inc. (J. Steve Ford & Cyndi Ford)

Applicant Legal Name: T h e Hamilton Apartments, LP

1. Participation in state and/or federal programs administered by other states.

Person or Entity above has experience with any other State or Federally funding Multifamily development.By checking this box the person or enti ty identified above authorizes the parties overseeing assistance administered by other states torelease compliance histories to the Department.

2. Experience with TDHCA Housing Construction/Rehab. Programs

Experience with TDHCA Service Related Activities (CSBG, CEAP, WAP, ENTERP, and HOME and HTF awards not used for Rental Construction).

No

Previous Participation (Continued)

TDHCA IDtt Property Name Property CityTotal #of Units Program

ContractBegin

(mm/YY)

Contract End(mm/YY)

7194 Villas of Brownwood Brownwood 76 HTC 7-Jul Current9313 Hampshire Court Apartments, L.P. Pasadena 159 HTC 1-Dec Current

10227 Tarrington Court Apartments, L.P. Houston 153 HTC 10-Jul Current

TDHCAContract

ID#Grantee, Contractor or Sub-Recipient Name Grantee, Contractor, or

Sub-Recipient CityContractAmount Program

ContractBegin

(mmiTif)

Contract End(mm/YY)

Sections 1, 2 and 3 must be completed by each person that has an ownership interest in the Development Owner, Developer or Guarantor. Nonprofit entities,nublic housing authorities and publicly traded corporations are required to submit documentation for the entities involved; documentation for individual

.iard members and executive directors is also required for this exhibit.

Person/Entity from List of Orgs & Principals: J o h n Stephen Ford, Jr.

Applicant Legal Name: The Hamilton Apartments, LP

1. Participation in state and/or federal programs administered by other states.

Person or Entity above has experience with any other State or Federally funding Multifamily development.

By checking this box the person or enti ty identified above authorizes the parties overseeing assistance administered by other states torelease compliance histories to the Department.

2. Experience with TDHCA Housing Construction/Rehab. Programs

3. Experience with TDHCA Service Related Activities (CSBG, CEAP, WAP, ENTERP, and HOME and HIT awards not used for Rental Construction).

No


TDHCA # 13143

Tab 37

Nonprofit Participation

Not Applicable


1DHCA # 13143

Tab 38

Nonprofit Supporting Documentation

Not Applicable


TDHCA # 13143

Tab 39

Development Team Members Form

Attachment:Explanation of Development Team Member's direct or indirect financial interest

with applicant or other team member

1

The Hamilton Developers, LLC J . Steve Ford (713) 334-5514Developer Name C o n t a c t [email protected]

PhoneTBD

Email P r o p o s e d Fee Tax ID Number (TIN)Certified Texas HUB? N

This is a direct or indirect, financial, or other interest wi th Applicant or other team members I 1 I Yes

The Hamilton Contractors, LLC J . Steve Ford (713) 334 5514Housing General Contractor Name C o n t a c t Name Phone

TBA

Email P r o p o s e d Fee Tax ID Number (TIN)

Certified Texas HUB?

This is a direct or indirect, financial, or other interest wi th Applicant or other team members*I 1 I

Infrastructure General Contractor Name C o n t a c t Name Phone



This is a direct or indirect, financial, or other interest wi th Applicant or other team members*I I IResolution, Inc. J . Steve Ford (713) 334-5514Cost Estimator Name C o n t a c t [email protected]

Phone

Email P r o p o s e d Fee Tax ID Number (TIN)Certified Texas HUB?

This is a direct or indirect, financial, or other interest wi th Applicant or other team members*I I 1Mucasey and Associates, AIA M a r k Mucasey (713) 521-1233Architect Name C o n t a c t [email protected]

Phone

Email P r o p o s e d Fee Tax ID Number (TIN)Certified Texas HUB? N

This is a direct or indirect, financial, or other interest wi th Applicant or other team members*I 1 I No

_I A Costanza and Associates R a n d a l l Seimon (281) 930-9339Engineer Name C o n t a c t [email protected]

Phone76-0281717

Email P r o p o s e d Fee Tax ID Number (TIN)Certified Texas HUB? No

This is a direct or indirect, financial, or other interest with Applicant or other team members*I 1 I No

J A Costanza and Associates R a n d a l Seimon (281) 930-9339Civil Engineer Name C o n t a c t [email protected]

Phone76-0281717


This is a direct or indirect, financial, or other interest wi th Applicant or other team members*I I I r - - - I

Development Team MembersThe requested information on all known Development Team members must be provided. In addition to the categories listed below, the "Other"-,ategory should be used to list all known Development Team members that are included in the "Development Cost Schedule." I f the team

'ember that will be uti l ized is not yet known, indicate "TBD." I f i t is anticipated that the Development Team category will not be util ized,indicate "N/A."

* If there is a direct or indirect, financial, or other interest with Applicant or other team members, provide an attachment behindthis form of the Application that explains the relationship(s).

Affordable Housing Analyst B o b Coe (832) 830-8074Market Analyst Name C o n t a c t [email protected]

Phone



This is a direct or indirect, financial, or other interest with Applicant or other team members*I 1 I

Appraiser Name C o n t a c t Name Phone



This is a direct or indirect, financial, or other interest with Applicant or other team members*1 1 I

Attorney C o n t a c t Name Phone


Certified Texas HUB? fl No

This is a direct or indirect, financial, or other interest with Applicant or other team members*I 1 I No ICohen Reznick (404) 847-7646Accountant C o n t a c t [email protected]

Phone22-1478099


This is a direct or indirect, financial, or other interest with Applicant or other team members*I 1 IOrion Real Estate Services, Inc. K i r k Tate (713) 622-5844Property Manager Name C o n t a c t [email protected]

Phone



Originator of Underwriter Name C o n t a c t Name Phone



This is a direct or indirect, financial, or other interest with Applicant or other team members*I I I

Syndicator Name C o n t a c t Name Phone




Texas Inter-Faith Housing Finance Corp C y n t h i a Beutineu (713) 526-6634Supportive Services Provider C o n t a c t [email protected]

Phone


Certified Texas HUB? N

This is a direct or indirect, financial, or other interest with Applicant or other team members*I I I No

Supportive Services Provider C o n t a c t Name Phone


This is a direct or indirect, financial, or other interest with Applicant or other team members*I I ILBK, Ltd. L i l y Kavthekar (832) 439-3725Application Consultant C o n t a c t Namelity@lbkitclnet

Phone20-0495585

Email P r o p o s e d Fee Tax ID Number (TIN)Certified Texas HUB? Yes

This is a direct or indirect, financial, or other interest with Applicant or other team members*I l I No

Murillo and Company D o n n a Murillo (281) 933-9702ESA Provider C o n t a c t [email protected]

Phone74-1596664


Certified Texas HUB? N

This is a direct or indirect, financial, or other interest with Applicant or other team members*I I I No

PCA Provider C o n t a c t NameN/A

Phone


This is a direct or indirect, financial, or other interest with Applicant or other team members*I I IMortgage Broker: Resolution Real Estate Services, LLC J . Steve Ford (713) 334-5514Other ( D escr i be) C o n t a c t [email protected]

Phone


Certified Texas HUB? No

This is a direct or indirect, financial, or other interest with Applicant or other team members*I I I Yes

Other (D e s cr i b e) Contact Name

Phone


This is a direct or indirect, financial, or other interest with Applicant or other team members* I I I

Other ( D escr i be) C o n t a c t Name Phone


This is a direct or indirect, financial, or other interest with Applicant or other team members*I I I

Other ( D escr i be) C o n t a c t Name Phone


This is a direct or indirect, financial, or other interest with Appl icant or other team members*I I I


TDHCA # 13143

Explanation of Development Team Mein ber's direct or indirectfinancial interest with applicant or other team member

PARTICIPANTS IN THE APPLICATION INFORMATIONPart I. Development Team Members

Explanation of Development Team Member's Direct or Indirect financialinterest with applicant or other team members

1. Developer: Th e Hamilton Developers, L.L.C. has a direct and financialinterest with applicant or other team members.

John Stephen Ford, Jr. (JF) and Resolution, Inc., are 49% and 51% memberseach o f the General Partner, the Developer and the General Contractor entitiesfor this project. Resolution Real Estate Services, LLC is the broker for theapplicant and is a Related Party.

2. Housing General Contractor: T h e Hamilton Contractors, L.L.C. h a s adirect, and financial interest with applicant or other team members.

John Stephen Ford, Jr. (JF) and Resolution, Inc., are 49% and 51% memberseach of the General Partner, the Developer and the General Contractor entitiesfor this project. Resolution Real Estate Services, LLC is the broker for theapplicant and is a Related Party.

3. C o s t Estimator: T h e Hamilton Contractors, L.L.C. has a direct andfinancial interest with applicant or other team members.

Resolution, Inc. is a 51% member of the Contractor entity. Resolution, Inc holds51% interest in the General Partner, and Sponsor entities fo r this project.Resolution Real Estate Services, LLC is the broker for the applicant and is aRelated Party.

4. Broker: R e s o l u t i o n Real Estate Services, LLC. has a direct andfinancial interest with applicant or other team members.

J. Steve Ford and Cyndi Ford, managers o f The Hamilton Development, L.L.C.,the GP are also the managers of Resolution Real Estate Services, LLC.

APPLICANT: THE HAMR,TON APARTMENTS, LP

TDHCA 14 13143

Tab 40

Management Plan Certification

f\!oJP-121)1 cAdt3


TDHCA # 13143

Tab 41

Architect Certification

(The Development engineer, an accredited architect or Department-approved Third Party accessibility specialist must complete thisform.)

I (We) certify that the Development will meet or exceed the accessibility requirements of the Federal Fair Housing Act as implemented byHUD at 24 C.F.R. Part 100 and the Fair Housing Act Design Manual, Titles II and III of the Americans with Disabilities Act (42 U.S.C. Sections12131-12189) as implemented by the Department of Justice regulations at 28 C.F.R. Parts 35 and 36, and the Department's Accessibilityrules in 10 TAC Chapter 60, as may be amended from time to time.

In accordance with Section 504 of the Rehabilitation Act of 1973 and implemented at 24 C.F.R. Part 8, i f the Property includes the newconstruction or substantial rehabilitation of multifamily units (4 or more units per building), the Development Owner will ensure that atleast five percent (5%) of all dwelling units will be designed and built to be accessible for persons with mobility impairments. A unit that ison an accessible route and is adaptable and otherwise compliant with Sections 3-8 of the Uniform Federal Accessibility Standards (UFAS)meets this requirement. In addition, at least two percent (2%) of all dwelling units will be designed and built to be accessible for personswith hearing or vision impairments.

If the Property includes the non-substantial rehabilitation of existing units, the Development Owner will ensure to the maximum extentfeasible, that at least five percent (5%) of all dwelling units will be made accessible for persons with mobility impairments. A unit that is onan accessible route and is adaptable and otherwise compliant with Sections 3-8 of the Uniform Federal Accessibility Standards (UFAS),meets this requirement. I f it is not possible to make five percent (5%) of the dwelling units fully accessible, all other alterations will bemade in an accessible manner until five percent (5%) of the Property's dwelling units are accessible for persons with mobility impairments.The Development Owner understands and agrees that i f five percent (5%) of the total dwelling units are not fully accessible for personswith mobility impairments, that any and all alterations made to any element within any unit during the Term of the LURA must be incompliance with UFAS until five percent (5%) of the total dwelling units are in compliance with M S .

If the Property includes the new construction or rehabilitation of single family units (1 to 3 units per building), the Development Owner willensure that every unit meets or exceeds the accessibility requirements of Section 2306.514 of the Texas Government Code, as it may beamended from time to time.

If the Development consists of new construction, I (We) further certify that the Development meets the Site and Neighborhood Standardsin 24 C.F.13 §983.6 (b).

This certification meets the requirement that the Applicant provide a certification from the Development engineer, an accredited architector Department-approved Third party accessibility specialist. A similar certification will also be required after the Development is completedfrom an inspector, architect, or accessibility specialist.

Signature of Dev g i n e e r , a r edi tedarchitect, or Department a r ov ed 73 rd Party

accessibility spectaffEr

l',11 a r k Mucasey

Mucasey & Associates

Printed Name

Firm Name (if applicable)

2/20/2013Date


TDHCA # 13143

Tab 42

Evidence of Experience

Evidence of Experience Must be Provided Behind this Tab

Pursuant to §10.204(5) of the Uniform Multifamily Rules, a Principal of the Developer, Development Owner, or General Partner must establish that they haveexperience in the development of 150 units or more.

Evidence of experience behind this tab includes:

E lAn Exper ience certificate issued by the Department in the past two years (for certificates issued in 2011, the certificate must be for at least 150

units).

An Application for experience and supporting documentation in accordance with §10.204(A)(11)(1) through (IX)ElDEvidence from the Department that the application for experience was received, and is being processed by the Department.

IDUNS Number AND CCR Documentation (HOME Applications Only)

The Office of Management and Budget (OMB) requires grant applicants to provide a Dunn and Bradstreet (D&B) Data Universal Numbering System (DUNS) numberwhen applying for Federal grants, including HOME funds, on or after October 1, 2003. The DUNS number will supplement other identifiers required by statute orregulation, such as tax identification numbers. Applicants must also regis ter wi th the Central Contractor Registration (CCR) database, see the website a thtips://www.sam.gov/pottal/public/SAM/. T o a p p l y f o r a D U N S n u m b e r appl i cants c a n g o t o t h e D u n n & B rads treet webs i te a t :https://lupdate.dnb.corn/lUpdate/companylookup.htm

DUNS Number

E l Evidence of CCR is attached behind this exhibit

Registrant Name

1Davis Bacon Labor Standards (HOME Applications Only) 124 CFR §92.354, Davis-Bacon Act (40 U.S.C. §§276(a)-276(a)(5), the Davis-Bacon Related Acts, the Contract Work Hours and Safety Standards Act, and the Copeland(Anti-Kickback) Act (40 U.S.C. §276(c)) apply to developments being assisted with HOME funds if (Select all that apply*

OTwelve (12) or more HOME assisted units will be rehabilitated or constructed under one construction contract.

E iCommun it y Development Block Grant (CDBG) funds are being used to support the Development, which requires a lower number of units (8) be

used as a threshold.

The construction includes commercial/community space and the cost for such space will exceed $2,000.

E iMo rt gage insurance under §223(f) of the National Housing Act is obtained on the Development, and the construction costs exceed $6,500 per

dwelling unit.

lAffirmative Marketing Plan (HOME Applications Only) 1Complete and submi t HUD's Affi rmative Marketing Plan fo rm (Form 935.2 o r successors). This fo rm may be found o n the Department's website a thttp://www.tdhca.state.tx.us/home-division/mf-home/index.htrn

An Affirmative Marketing Plan that describes the procedure the applicant will take to market and make available housing units to the full range of potential clientsand must be consistent with the completed HUD Form 935.2. All applicants for HOME funds must establish an Affirmative Marketing Policy and show through acorporate resolution that the policy will be enforced by the applicant.

The Affirmative Marketing Plan must comply with the Affirmative Marketing requirements in the Compliance Rules.

Attach any additional sheets as necessary to complete the requirements and meet the Department's rules.

Where the form or rules require current or previous actions to be documented, an Applicant may instead document proposed or planned actions, as necessary.

HOD approval is not necessary unless the property receives project-based Section 8 assistance.

Submit the completed application and bookmark in electronic submission.

Mr. J. Steve FordHampshire Court Apartments, LP1500 North Post Oak Road, Suite 1500Houston, Texas 77055

Dear Mr. Ford:

TEXAS DEPARTMENT OF HOUSING AND COMMUNITY AFFAIRSwicimidhca.state.lx.ns

BOARD MEMBERSJ. Paul Ozer, Chair

Rick Perry T o m G a n n , Vice ChairGOVERNOR L e s l i e Bingham-Escarefio

Lowell A. KeigJuan S. Munoz, PhD

J. Mark McWatters

February 1, 2013

Writer's direct phone it 512-475-2213Email: [email protected]

RE: REQUEST FOR EXPERIENCE CERTIFICATE UNDER 2013 UNI FORM MULTI FAMI LY RULES

We have reviewed your request for an experience certificate, which is provided to individualsthat meet the requirements o f §10.204(5) o f the Uniform Multifamily Rules. I n order to meet theexperience requirements an individual must establish that they have experience in the development andplacement in service of at least 150 residential units. We find that the documentation you have providedis sufficient to establish this required experience. Additionally, you have certified to compliance with therequirements of §10.204(5)(B), including the following requirements:

(ii) Experience may not be established for a Person who at any time within the precedingthree. years ha been involved with affordable housing that has been in material non-compliance under the Department's rules or for affordable housing in another state, hasbeen the subject of issued IRS Form 8823 citing non-compliance that has not been or isnot being corrected with reasonable due diligence_

(iv) Notwithstanding the foregoing, no person may be used to establish such requiredexperience i f that Person or an Affi liate o f that Person would not be eligible to be anApplicant themselves.

Should you choose to participate as a member o f the Development Team or an indiv idualproviding experience for any Application submitted for funding, a Previous Participation Review (10TAC §1.5) may be conducted prior to any award of funds. Additionally, should it be determined at anypoint in time that the information provided in your request for experience is fraudulent, knowinglyfalsified, intentionally or negligibly materially misrepresented, or omits relevant information, thiscertificate of experience is null and void and you may be subject to other sanctions under the TexasDepartment of Housing and Community Affairs' rules and requirements.

r221 Eas t l l t h Street P . O . Box 13941 A u s t i n , Texas 78711-3941 ( 8 0 0 ) 525-0657 ( 5 1 2 ) 475-3800 t m r 4 z


I f you have any questions or concerns regarding this certificate or the experience requirements,please contact Jean Latsha at [email protected].

Sincerely,

Camero9. DorseyDirector of Multifamily Finance

APPLICANT: THE HANHLTON APARTMENTS, LP

TDHCA # 13143

Tab 43

Credit Limit Documentation

Applicant Credit Limit Documentation and CertificationHTC Only)

a. Applicant, Developers, Affiliates, and Guarantors - List below all entities o r Persons meeting thedefinition of Applicant, Affiliate, Developer or Guarantor. b. Person/entity has at least

one other application in thecurrent Application Round.

1. 1The Hamilton Apartments, LP I No

1I

I

I

I

I

2. 'The Hamilton GP, LLC No

3. 'The Hamilton Developers, LLC No

4. 'Resolution, Inc. Yes Part II5. J. Steve Ford Yes Part II

6. 1Cyndi Ford Yes Part II

• 'John Stephen Ford, Jr. No8.

9.

10.1

111.1112.1

13.1

114.1 I I1161

116.1 I1174

118.1119.1

120.121.1

122.1 I123.11241

125.1 _

1261

27 .1—

1281

1291

130.1

(Competitive

'1ursuant to §11.4(a) of the Qualified Allocation Plan, the Department shall not allocate more than $3 million of Competitive Housing Tax Credits from the current Application)und to any Applicant, Developer, Affiliate or Guarantor (unless the Guarantor is also the General Contractor, and is not a Principal of the Applicant, Developer, or Affiliate

of the Development Owner). All Applications must be identified herein to ensure that the Department is advised of all Applications, Applicants, Affiliates, Developers, GeneralPartners or Guarantors involved to avoid any statutory violation of Texas Government Code, §2306.6711(b).

Instructions:Complete Part I of this form. For each person or entity in Part I that answers "Yes" to Part I b., a Part II form must be submitted (i.e. if 4 persons/entities answer "Yes" to PartI b., then 4 separate Part II forms must be provided).

Part I. Applicant Credit Limit Documentation

Individually, or aseach person an

By:

artner(s) of officer(s

Signature of Applicant

ntity, I (we) certify that we are submitting behind this tab one signed Credit Limit Certification form for

2126/13 i t s : M a n a g e r of the General PartnerDate

Part II. Credit Limit CertificationInstructions:Each Person and/or Entity that answered "Yee to Part 1 (b) must complete this form.

Name and role of Person or Entity completing this form (as listed in Part I): R e s o l u t i o n , Inc.

Which is: t h e Applicant (Entity that generally manages or controls the "Applicant," i.e. General Partner, Managing Partner, etc.)

Da Special Limited Partner or Class B Limited Partner or equivalent of the Applicant

a Developer for the Applicant for this specific Application

an Affiliate to the Applicant

The Hamilton

The Hills of Pflugerville

E la Guarantor on the Application

Pursuant to §11.4(a) of the Qualified Allocation Plan, the Department shall not allocate more than $3 million of tax credits from the current Application Round to anyApplicant, Developer, Affiliate or Guarantor. The undersigned represents to the Department that the following is a list of all developments for which the Applicant, theDeveloper, Affiliate, or Guarantor, has applied for an allocation of tax credit authority from the Department in the current Application Round.

Development Name:

I acknowledge that J Steve Ford

Region: C i t y :

7

Houston

Pflugerville

terminate the Application in the event of a conflict with §11.4(a) of the Qualified Allocation Plan.

I hereby certify that the foregoing is a complete list of Developments with respect to which I am seeking a current allocation of tax credit authority from the Department. Icertify that, i f the Department makes a recommendation to the Board or issues a commitment which may cause Applications for which I am the Applicant, the Developer,Affiliate or Guarantor, to receive credits in excess of $3 million, I will notify the Department in writing within three business days of the recommendation or issuance of theCommitment.

I acknowledge that i f the Department determines that an Applicant, Developer, Affiliate or Guarantor, has received (in the aggregate) allocations in the current ApplicationRound from the Department exceeding $3 million, the Department must refuse to issue one or more Commitments or Carryover Allocations, or must terminate one or more

)mmitments or Carryover Allocations.

Under penalty of perju h a t this inform a n d thes s tements are true, complete, and accurate:

% of Dev.% Ownership: Fee:

100.00% 1 0 0 . 0 0 %

100.00% 1 0 0 . 0 0 %

is the person with the authority to withdraw or

By: R e s o l u t i o n , Inc. 2 / 2 6 / 1 3Signthait o f p p e r , ' a t e or Guarantor P r i n t e d Name D a t e

(as appropriate)

Part II. Credit Limit CertificationInstructions:Each Person and/or Entity that answered "Yes" to Part 1 (b) must complete this form.

Name and role of Person or Entity completing this form (as listed in Part I): J . Steve Ford

Which is: t h e Applicant (Entity that generally manages or controls the "Applicant," i.e. General Partner, Managing Partner, etc.)

E la Special Limited Partner or Class B Limited Partner or equivalent of the Applicant



a Guarantor on the Application

The Hamilton

El

ElPursuant to §11.4(a) of the Qualified Allocation Plan, the Department shall not allocate more than $3 million of tax credits from the current Application Round to anyApplicant, Developer, Affiliate or Guarantor. The undersigned represents to the Department that the following is a list of all developments for which the Applicant, theDeveloper, Affiliate, or Guarantor, has applied for an allocation of tax credit authority from the Department in the current Application Round.

The Hillso fPflugervillo

Development Name:

I acknowledge that i Steve Fordterminate the Application in the event of a conflict with §11.4(a) of the Qualified Allocation Plan.


I acknowledge that if the Department determines that an Applicant, Developer, Affiliate or Guarantor, has received (in the aggregate) allocations in the current ApplicationRound from the Department exceeding $3 million, the Depart e n t rn t refuse to issue one or more Commitments or Carryover Allocations, or must terminate one or more

rtinlitments or Carryover locations,

Signature ,f Applicant, e t, l i g . e A f fi l a t e o r G u . Tt o r

(as appropriate)

Region:

6

7

Printed Name

City: % Ownership:

Houston

Pflugerville

Under penalty of'- y , I c e r t i fy t h at t h is i n fo r l ion and ese state ents are true, comp le te , and accurate:

By: / A t t l e 1 A • J . Steve Ford

% of Dev.Fee:

100.00% 1 0 0 . 0 0 %

146.00% 1 0 0 . 0 0 %


2/26/13Date

Part II. Credit Limit Certification

% of DewDevelopment Name: Region: City: % Ownership: Fee:

The Hamilton 6 Houston 100,00% 100.00%

The Hills of Pflugerville 7 Pflugerville 100.00% 100.00%

Instructions:Each Person and/or Entity that answered "Yes" to Part 1 (b) must complete this form.

Name and role of Person or Entity completing this form (as listed in Part I): C y n d i Ford

Which is: O t h e Applicant (Entity that generally manages or controls the "Applicant," i.e. General Partner, Managing Partner, etc.)EtEtEl

Da Guarantor on the Application

Pursuant to §11.4(a) of the Uniform Multifamily Rules, the Department shall not allocate more than $3 million of tax credits from the current Application Round to anyApplicant, Developer, Affiliate or Guarantor. The undersigned represents to the Department that the following is a list of all developments for which the Applicant, theDeveloper, Affiliate, or Guarantor, has applied for an allocation of tax credit authority from the Department in the current Application Round.

I acknowledge that _ I Steve Ford

a Special Limited Partner or Class B Limited Partner or equivalent of the Applicant



terminate the Application in the event of a conflict with §11.4(a) of the Qualified Allocation Plan.


I acknowledge that if the Department determines that an Applicant, Developer, Affiliate or Guarantor, has received (in the aggregate) allocations in the current ApplicationRound from the Department exceeding $3 million, the Department must refuse to issue one or more Commitments or Carryover Allocations, or must terminate one or more

.mmitments or Carryover Allocations.

Under penalty of perjury, I c e r t.r f 1 4 . 4 . 4 . 4 . 1 4. i n f o r m a t i a n d t h e s e s t a t e me n t s a re t r ue , c o m pl e t e, and a c cu r at e :


By: C y n d i Ford 2 / 2 6 / 1 3Signature a n t , Developer, ffi hate or Guarantor P r i n t e d Name D a t e

(as appropriate)


TDHCA # 13143

Tab 44

Require Third Party Reports

Required Third Party Reports 11.

2.

3.

5.

6.

'suant to §10.205 of the Uniform Multifamily Rules complete the information below as applicable.

'Environmental Site Assessment (ESA) (All Multifamily Applications) 1Prepared by: T h e Murillo & Company D a t e of Report: 2 / 1 9 / 1 3

DReport recommends further studies or establishes environmental hazards that currently exist on the Property or off-site with the potential to affect

the Property.

If the above box is checked, a statement is provided behind this tab signed by the Development Owner, that certifies the Development Owner willcomply with any and all recommendations made by the ESA preparer.

ODevelopm ent is funded by USDA and is not required to supply an ESA.

'Environmental Clearance (HOME applications)

All Applications for Direct Loans by the Department must complete an environmental clearance process in accordance with 24 CFR Parts 50 and 58. APhase I Environmental Site Assessment (ESA) will not satisfy the environmental clearance required for use of HOME funds.

Development has received Environmental Clearance from HUD under 24 CFR Parts 50 or 58.

E lEnv ir onmen ta l Clearance received through TDHCA; or

E lDeve lopmen t received an Environmental Clearance under 24 CFR Parts 50 or 58 from any other entity.

E lI f appl icable, documentation of HUD Environmental Clearance must be included behind this exhibit.

DI have reviewed the environmental clearance materials available on the Department's website and understand that environmental clearance must be

received prior to closing and engaging in any choice limiting activities (24 CFR §58.22).(http://www.tdhcastatatx.usihome-divisiontenvironmental.htm)

E lA Third Party will aid in the completion of the environmental clearance process. If checked, complete the following:

Name of Firm:

Contact Person:

If the proposed site has been environmentally cleared through HUD under 24 CFR Parts 50 or 58, evidence of this clearance must be provided in thistab.

'Market Analysis

Contact Telephone:

A map of the Primary Market Area is included behind this tab.

Prepared by: Affordable Market Analyst

4.IProperty Condition Assessment (PCA)

Prepared by: N/A

Prepared by: 0

Prepared by: JA Costanza & Associates

Email:

Date of Report:

Date of Report:

Date of Report:

Date of Report:

Mar-13

1

'Appraisal

Site Design and Development Feasibility Report 12/20/13

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PRIMARY MARKET AREA MAP

- Local Road

Major Connector

State Route

T r a i l

Exit/Gas

Exit/Lodging

Exit/Food

10' Exit/Other Services

Interstate/Limited Access • M e g a City

C : = O U S Highway R a i l r o a d Abandoned

Exit P o p u l a t i o n Center

R a i l r o a d W a t e r

1 1 1

River/Canal

City Park

V 1-11.-